Instructure Announces Public Offering of Common Stock

SALT LAKE CITY, Feb. 15, 2018 /PRNewswire/ -- Instructure, Inc. (NYSE: INST), a leading software-as-a-service (SaaS) technology company that makes software that makes people smarter, today announced that it has commenced a registered underwritten public offering of 2,300,000 shares of common stock. In addition, Instructure intends to grant the underwriters a 30-day option to purchase up to an additional 345,000 shares of common stock. All of the shares to be sold in the offering are to be sold by Instructure.  Instructure intends to use the net proceeds of the offering for general corporate purposes, including working capital, sales and marketing activities, research and development activities, general and administrative matters and capital expenditures.

Morgan Stanley and Credit Suisse are acting as book-running managers for the offering.

A shelf registration statement relating to the offering was filed with the Securities and Exchange Commission (SEC), and was automatically effective on filing on February 15, 2018.  A preliminary prospectus supplement related to the offering will be filed with the SEC and will be available on the SEC's website, located at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus relating to this offering, when available, may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York, 10014 or Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York, 10010, or by telephone at +1 (800) 221-1037, or by email at [email protected].

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 the shares of Instructure's common stock in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Forward-Looking Statements

Certain of the statements made in this press release are forward looking, such as those, among others, relating to Instructure's expectations regarding the completion, timing and size of the public offering, the anticipated terms of the offering, whether Instructure will be able to consummate the offering, the final terms of the offering, the satisfaction of customary closing conditions with respect to the offering of the shares, its expectations with respect to granting the underwriter a 30-day option to purchase additional shares, and its anticipated use of net proceeds from the 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 risks and uncertainties related to completion of the public offering on the anticipated terms or at all, market conditions and the satisfaction of customary closing conditions related to the public offering. More information about the risks and uncertainties faced by Instructure is contained in the section captioned "Risk Factors" in the preliminary prospectus supplement related to the public offering to be filed with the SEC and other filings with the SEC from time to time. Instructure disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACTS:
Keaton Godfrey
Instructure
(866) 574-3127
[email protected]

Becky Frost
Instructure
(801) 869-5017
[email protected]

SOURCE Instructure, Inc.