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ServiceNow Announces Pricing of Follow-on Public Offering



  ServiceNow Announces Pricing of Follow-on Public Offering

Business Wire

SAN DIEGO -- November 15, 2012

ServiceNow, Inc. (NYSE: NOW), a leading provider of cloud-based services to
automate enterprise IT operations, today announced the pricing of its
follow-on public offering of 14,000,000 shares of its common stock at a price
to the public of $28.00 per share. Of the 14,000,000 shares of ServiceNow
common stock being offered, 1,650,000 shares are being offered by ServiceNow
and 12,350,000 shares are being offered by selling stockholders. The
underwriters have been granted a 30-day option to purchase up to 2,100,000
additional shares of common stock offered by ServiceNow and the selling
stockholders, consisting of 247,500 shares offered by ServiceNow and 1,852,500
shares offered by selling stockholders. As part of the offering, the selling
stockholders have entered into lock-up agreements that will extend the initial
public offering lock-up period on their remaining shares until 90 days after
this offering.

ServiceNow will not receive any proceeds from the sale of the shares by the
selling stockholders. The primary purposes of the offering are to facilitate
an orderly distribution of our shares by selling stockholders, increase the
company's public float and increase the company's financial flexibility.

Morgan Stanley & Co. LLC, Citigroup Global Markets, Inc., and Deutsche Bank
Securities Inc. are acting as lead book-running managers for the offering.
Barclays Capital Inc., Credit Suisse Securities (USA) LLC, and UBS Securities
LLC are acting as joint book-running managers for the offering. Pacific Crest
Securities LLC and Wells Fargo Securities, LLC are acting as co-managers.

A registration statement relating to these securities has been filed with, and
declared effective on November 14, 2012 by, the Securities and Exchange
Commission. The offering is being made only by means of a prospectus forming
part of the registration statement. Copies of the final prospectus related to
the offering may be obtained from Morgan Stanley & Co. LLC, Attention:
Prospectus Department, 180 Varick Street, 2^nd Floor, New York, NY 10014, or
by calling (866) 718-1649, or by emailing a request to
prospectus@morganstanley.com; from Citigroup Global Markets, Inc., Brooklyn
Army Terminal, 140 58^th Street, 8^th floor, Brooklyn, NY 11220, or by calling
(800) 831-9146, or by emailing a request to batprospectusdept@citi.com; or
from Deutsche Bank Securities Inc., Attention: Prospectus Department,
Harborside Financial Center, 100 Plaza One, Jersey City, NJ 07311-3988, or by
calling (800) 503-4611, or by emailing a request to prospectus.cpdg@db.com.

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.

Contact:

ServiceNow media relations contacts:
Steve Schick, 408-961-2349
steve.schick@servicenow.com
Kim Gengler, 415-905-4045
kim.gengler@horngroup.com
ServiceNow investor relations contact:
858-345-1756
ir@servicenow.com
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