Progress prices $400M convertible senior notes due 2030, upsized from $350M

PROGRESS SOFTWARE CORP /MA

3.50% coupon, maturity March 1, 2030; conversion price ~$67.74/share, 27.5% premium over $53.13 close.
Net proceeds ~$389.3M ($438.1M if overallotment exercised); used to repay term loan, fund $37.5M capped call, repurchase ~470,544 shares for $25M.
Initial purchasers have 13-day option to buy additional $50M principal.
Capped call transactions entered to reduce dilution upon conversion, cap price ~$92.98.

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