Allot Announces Launch of Underwritten Public Offering of Ordinary Shares

Rhea-AI Summary

Allot Ltd. (Nasdaq: ALLT) has announced a proposed public offering of its ordinary shares. The company plans to use the proceeds to repay $31.41 million of principal outstanding under the senior unsecured convertible promissory note held by Lynrock Lake Master Fund LP, with the balance for general corporate purposes.

Lynrock has agreed to convert the remaining $8.59 million of principal into ordinary shares and will enter into a 75-day lock-up agreement. The company will grant underwriters a 30-day option to purchase up to an additional 15% of shares. TD Cowen and William Blair are acting as joint book-running managers, with Needham & Company as lead manager.

After this transaction, Allot will have no outstanding indebtedness for borrowed money.

Positive

• Complete elimination of outstanding debt following the transaction
• Strategic debt restructuring through conversion of $8.59M to equity
• Support from largest shareholder through debt conversion agreement
• 75-day lock-up agreement from major shareholder shows confidence

Negative

• Potential dilution for existing shareholders through new share issuance
• Additional 15% share dilution possible through underwriters' option

Insights

Financial Restructuring Specialist

Allot's share offering eliminates all debt by repaying $31.41M and converting $8.59M to equity, strengthening balance sheet.

Allot's announced public offering represents a significant deleveraging event that will completely eliminate the company's debt burden. The company plans to use the proceeds to repay $31.41 million of its outstanding $40 million convertible note held by Lynrock Lake Master Fund, with Lynrock agreeing to convert the remaining $8.59 million into ordinary shares.

This financial restructuring achieves two important objectives simultaneously. First, it eliminates all outstanding debt for borrowed money, which should reduce interest expenses and remove any restrictive covenants that might have limited operational flexibility. Second, by converting part of the debt to equity, Allot reduces the dilutive impact of the share offering while still achieving complete debt elimination.

The lock-up agreement with Lynrock for 75 days suggests alignment between the major shareholder and the company, preventing immediate selling pressure after the offering. The involvement of respected underwriters (TD Cowen, William Blair, and Needham & Company) lends credibility to the offering.

This restructuring appears to be a strategic move to strengthen Allot's balance sheet at a time when the company may need greater financial flexibility. For a network security solutions provider, maintaining a debt-free position provides greater latitude to invest in R&D and pursue growth opportunities in a highly competitive and rapidly evolving market. By removing debt obligations, Allot gains enhanced operational freedom to adapt to market demands without the constraints of debt service requirements.

Hod Hasharon, Israel, June 24, 2025 (GLOBE NEWSWIRE) -- Allot Ltd. (Nasdaq: ALLT; TASE: ALLT) (“Allot” or the “Company”), a leading global provider of innovative network intelligence and security solutions for service providers and enterprises worldwide, announced today a proposed public offering of its ordinary shares. All of the ordinary shares in the proposed public offering will be sold by the Company.

The Company expects to use the net proceeds of the public offering to repay $31.41 million of principal outstanding under the senior unsecured convertible promissory note with a face value of $40.0 million issued by the Company to its largest shareholder, Lynrock Lake Master Fund LP (“Lynrock”), on February 18, 2022 (as amended, the “Lynrock Note”), and the balance for general corporate purposes.

In connection with the offering, Lynrock has agreed to convert the remaining $8.59 million of principal outstanding under the Lynrock Note into ordinary shares. Lynrock will enter into a customary lock up agreement with the underwriters with respect to its ordinary shares, including those to be issued upon conversion of the Lynrock Note, for a period of 75 days following the date of the final prospectus supplement. The Company will have no outstanding indebtedness for borrowed money following the repayment and conversion of the Lynrock Note.

In addition, the Company expects to grant the underwriters of the public offering a 30-day option to purchase from the Company up to an additional 15% of the ordinary shares sold in the public offering at the public offering price, less underwriting discounts and commissions.

TD Cowen and William Blair are acting as the joint book-running managers, and Needham & Company is acting as lead manager, with respect to the public offering of the ordinary shares.

The public offering is being made pursuant to an effective shelf registration statement on Form F-3 previously filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) and declared effective on April 3, 2025. The public offering of ordinary shares is being made only by means of a prospectus supplement and accompanying prospectus. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. Copies of the prospectus supplement and accompanying prospectus relating to the public offering may be obtained free of charge at the SEC’s website at www.sec.gov. Alternatively, copies of the prospectus supplement and the accompanying prospectus may be obtained from:  TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, NY 10017, by email at TD.ECM_Prospectus@tdsecurities.com or by telephone at (855) 495-9846; and William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, or by telephone at (800) 621-0687, or by email at prospectus@williamblair.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described above, nor shall there be any offer, solicitation or sale of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offer, solicitation or sale of such securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

About Allot 

Allot Ltd. (Nasdaq: ALLT, TASE: ALLT) is a leading global provider of innovative network intelligence and security solutions for service providers and enterprises worldwide. 

Forward-Looking Statements

This press release contains forward-looking statements, including statements regarding the size and timing of the public offering, the granting of an option by the Company to the underwriters to purchase additional ordinary shares from the Company, the proposed use of proceeds of the public offering, and the repayment and conversion of the Lynrock Note. These statements are not historical facts but rather are based on Allot’s current expectations and projections regarding its business, operations and other factors relating thereto. Words such as “expect,” “intend,” “believe,” “may,” “will,” “should,” and other words and terms of similar meaning (including their negative counterparts or other various or comparable terminology) are used to identify these forward-looking statements. These statements are only predictions and as such are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those set forth in the “Risk Factors” section of the registration statement and the prospectus supplement for the public offering and the Company’s other filings with the SEC. Any such forward-looking statements are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and speak only as of the date of this press release. Allot undertakes no duty to update any forward-looking statements made herein.

Seth Greenberg
Allot
+972 54 922 2294
sgreenberg@allot.com

Ehud Helft / Kenny Green
Allot Investor Relations
+1-212-378-8040
Allot@ekgir.com

FAQ

What is the purpose of Allot's (ALLT) public offering in June 2025?

The offering aims to raise funds to repay $31.41 million of outstanding debt under the Lynrock Note, with the remaining proceeds for general corporate purposes.

How much debt will Allot (ALLT) have after this offering?

Following the repayment and conversion of the Lynrock Note, Allot will have no outstanding indebtedness for borrowed money.

What is Lynrock's role in Allot's 2025 public offering?

Lynrock, Allot's largest shareholder, has agreed to convert $8.59 million of remaining debt into ordinary shares and will enter a 75-day lock-up period.

Who are the underwriters for Allot's June 2025 public offering?

TD Cowen and William Blair are acting as joint book-running managers, with Needham & Company serving as lead manager.

What options do the underwriters have in Allot's 2025 offering?

Underwriters have a 30-day option to purchase up to an additional 15% of the ordinary shares at the public offering price, less underwriting discounts and commissions.