Not only that, PCLN haas also done a convertible:
cbs.marketwatch.com
Also 3.5M are offered by shareholders, not the company.
Common Stock and Convertible Debt Offerings
On July 19, 1999, priceline.com separately announced that it intended to file a registration statement later that week covering the sale of $250.0 million of convertible subordinated notes and six million shares of priceline.com common stock. The common stock offering will be comprised of 2.0 million shares of comon stock to be issued by priceline.com and 4.0 million shares to be sold by certain selling stockholders. Priceline.com stated that it intends to use the proceeds of the offerings to invest in further growth of priceline.com's multiple product offerings. The information set forth in this paragraph is qualified in its entirety by reference to a press release issued by priceline.com on July 19, 1999, a copy of which is attached hereto as Exhibit 99.2 and incorporated herein by reference.
On July 19, 1999, priceline.com also separately announced that
priceline.com and its underwriters in the initial public offering have agreed to release up to 1.1 million option shares held by priceline.com employees from the current 180-day post-initial public offering limitation on exercise, which otherwise would expire on September 26, 1999. Priceline.com employees holding options that were vested as of June 1, 1999 will be permitted to sell a portion of their option shares during a period commencing on July 20, 1999 and ending on July 30, 1999. Any employee choosing to exercise and sell options earlier than the 180-day post-initial public offering release date will be required to agree to enter into a "lock-up" agreement in a form similar to that signed by selling stockholders in the secondary common stock offering, which will prohibit additional option exercises or stock sales prior to 180 days from the completion of the secondary common stock offering.
THE OFFERING
Common stock offered......................... 5,500,000 shares
2,000,000 shares by priceline.com
3,500,000 shares by the selling stockholders
Common stock offered in
United States offering................. 4,400,000 shares
International offering................. 1,100,000 shares
Common stock to be outstanding after the
offering................................... 146,810,939 shares(a)
Use of proceeds.............................. For working capital and general corporate
purposes. See "Use of Proceeds."
Nasdaq National Market symbol................ PCLN
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(a) Excludes 46,778,635 shares of common stock issuable upon the exercise of
outstanding options and warrants and the shares of common stock issuable
upon conversion of the % convertible subordinated notes due 2006, to be
offered concurrent with this offering. See "Capitalization."
CONCURRENT CONVERTIBLE NOTE OFFERING
Concurrent with this offering, we are making a public offering of $250.0
million aggregate principal amount of our % convertible subordinated notes due
2006. The convertible subordinated notes will be convertible, at the option of
the holder, at any time, into shares of our common stock at a conversion
price of $ per share, subject to adjustment in accordance with their terms.
The note offering will be made pursuant to a separate prospectus. Closing of the
note offering is not a condition to the closing of this offering.
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