8-K 1 a2017form8-kx300mconvertib.htm 8-K Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
May 23, 2017
 
 
RealPage, Inc.
(Exact Name of Registrant as Specified in Charter)
 
 
 
Delaware
 
001-34846
 
75-2788861
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
2201 Lakeside Blvd.
Richardson, Texas
 
75082
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (972) 820-3000
 
 
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))
 
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 7.01. Regulation FD Disclosure.
On May 23, 2017, we issued a press release announcing the closing of our previously announced private offering of $345 million aggregate principal amount of 1.50% Convertible Senior Notes due 2022 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.
In accordance with General Instruction B.2 of Form 8-K, the information in this report, including Exhibit 99.1 hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information, including Exhibit 99.1 hereto, be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
 
(d)
  
Exhibits:
99.1
  
Press release dated May 23, 2017, “RealPage, Inc. Announces Closing of Private Offering of $345 Million of 1.50% Convertible Senior Notes.”






SIGNATURE
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.
 
 
 
 
 
 
 
 
REALPAGE, INC.
 
 
 


Date: May 23, 2017
By:
 
/s/ W. Bryan Hill
 
 
 
W. Bryan Hill,
Executive Vice President,
Chief Financial Officer
and Treasurer






EXHIBIT INDEX
 
Exhibit
Number
  
Description
99.1
  
Press release dated May 23, 2017, “RealPage, Inc. Announces Closing of Private Offering of $345 Million of 1.50% Convertible Senior Notes.”