UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 14, 2019
Altair Engineering Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-38263 | 38-2591828 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 1820 E. Big Beaver Road Troy, Michigan |
48083 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (248) 614-2400
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class |
Trading Symbol(s) |
Name of Each Exchange on Which Registered | ||
| Class A Common Stock | ALTR | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events
On June 14, 2019, Altair Engineering Inc. issued a press release announcing the closing of its public offering of convertible senior notes due 2024 and the exercise in full of the underwriters’ option to purchase additional convertible senior notes. A copy of the press release is filed herewith as Exhibit 99.1 to this Current Report and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press Release issued by Altair Engineering Inc., dated June 14, 2019. | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ALTAIR ENGINEERING INC. | ||
| By: | /s/ Howard N. Morof | |
| Name: Howard N. Morof | ||
| Title: Chief Financial Officer | ||
Date: June 14, 2019
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Exhibit 99.1
Altair Announces Sale of $230 Million Aggregate Principal Amount of Convertible Senior Notes
TROY, Mich. – June 14, 2019 (GLOBE NEWSWIRE) – Altair Engineering Inc. (Nasdaq: ALTR) (“Altair”) today announced the closing of its public offering of convertible senior notes and the exercise in full of the underwriters’ option to purchase additional convertible senior notes. At a closing on June 10, 2019, Altair sold $200 million aggregate principal amount of its 0.250% convertible senior notes due 2024 and at a closing on June 14, 2019, Altair sold an additional $30 million aggregate principal amount of such notes upon the underwriters’ exercise in full of their option.
J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and RBC Capital Markets, LLC acted as book-running managers for the offering.
This offering was made only by means of a prospectus supplement, a free writing prospectus authorized by Altair and the accompanying prospectus. A copy of the final prospectus supplement and prospectus may be obtained by contacting J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204 or email: prospectus-eq_fi@jpmchase.com, Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526, or by emailing prospectus-ny@ny.email.gs.com or RBC Capital Markets, LLC, Attention: Equity Syndicate, 200 Vesey Street, 8th Floor, New York, NY 10281; telephone: (877) 822-4089.
An effective registration statement relating to these securities was filed with the Securities and Exchange Commission on June 4, 2019. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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 the registration or qualification under the securities laws of any such state or jurisdiction.
About Altair
Altair is a global technology company that provides software and cloud solutions in the areas of product development, high-performance computing and data intelligence. Altair enables organizations across broad industry segments to compete more effectively in a connected world while creating a more sustainable future.
Investor and Media Relations
Dave Simon
Altair 248-614-2400 ext. 332
ir@altair.com