KnowBe4 Announces Launch of Proposed Follow-On Offering by Selling Stockholders
November 08 2021 - 3:58PM
KnowBe4, Inc. (NASDAQ: KNBE), provider of the leading security
awareness training and simulated phishing platform, today announced
that it has commenced a follow-on public offering of its Class A
common stock pursuant to a registration statement on Form S-1 filed
previously with the U.S. Securities and Exchange Commission (the
“SEC”). Certain existing stockholders of KnowBe4 are offering
7,000,000 shares of Class A common stock. In addition, the
underwriters of the offering will have a 30-day option to purchase
up to an additional 1,050,000 shares of Class A common stock from
the selling stockholders. KnowBe4 will not receive any proceeds
from the sale of the shares by the selling stockholders.
Morgan Stanley, Goldman Sachs & Co. LLC,
BofA Securities and KKR Capital Markets, LLC will act as lead
bookrunners for the proposed offering. Canaccord Genuity, Cowen,
Needham & Company and Piper Sandler will act as co-managers for
the proposed offering.
The proposed offering of these securities will
be made only by means of a prospectus. Copies of the preliminary
prospectus related to the offering may be obtained, when available,
from: Morgan Stanley & Co. LLC, Attention: Prospectus
Department, 180 Varick Street, 2nd Floor, New York, New York 10014;
Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200
West Street, New York, New York 10282, telephone: 1-866-471-2526,
facsimile: 212-902-9316 or by emailing
prospectus-ny@ny.email.gs.com; or BofA Securities, Attention:
Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd
Floor, Charlotte, North Carolina 28255-0001, or by email at
dg.prospectus_requests@bofa.com.
A registration statement relating to the
proposed sale of these securities has been filed with the SEC but
has not yet become effective. These securities may not be sold, nor
may offers to buy be accepted, prior to the time the registration
statement becomes effective. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About KnowBe4
KnowBe4 is the leading provider of “new-school”
security awareness training and simulated phishing platform. Our
mission is to enable your employees to make smarter security
decisions, every day. Through our subscription-based services, your
organization will have access to the leading security awareness
training platform.
Forward-Looking Statements
Certain of the statements made in this press
release are forward looking within the meaning of the Private
Securities Litigation Reform Act of 1995, including, among others,
statements concerning the terms, timing, size and expected closing
of the proposed public offering. Actual results or developments may
differ materially from those projected or implied in these
forward-looking statements. Factors that may cause such a
difference include, without limitation, risks and uncertainties
related to the satisfaction of customary closing conditions related
to the offering and the impact of general economic, industry or
political conditions in the United States or internationally. There
can be no assurance that KnowBe4 will be able to complete the
offering on the anticipated terms, or at all. You should not place
undue reliance on these forward-looking statements as predictions
of future events, which statements apply only as of the date of
this press release. Additional risks and uncertainties relating to
the offering, KnowBe4 and its business can be found under the
heading "Risk Factors" in KnowBe4’s most recent most recent
Quarterly Report on Form 10-Q and in the S-1 for this offering,
filed with the Securities and Exchange Commission. Forward-looking
statements represent KnowBe4’s beliefs and assumptions only as of
the date of this press release. KnowBe4 expressly disclaims any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein to
reflect any change in its expectations with regard thereto or any
change in events, conditions or circumstances on which any such
statements are based, except as may be required under applicable
law.
Investor Relations
Contact:Ken Talanianir@knowbe4.com
Press Contact:Kathy
Wattmanpr@knowbe4.com
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