Waystar Announces Proposed Public Offering of Common Stock

Rhea-AI Summary

Waystar Holding Corp. (Nasdaq: WAY) has announced a proposed underwritten public offering of 18,000,000 shares of its common stock. The offering is being made by certain investment funds of EQT AB, Canada Pension Plan Investment Board, and Bain Capital, LP (the Selling Stockholders). The underwriters will have a 30-day option to purchase up to 2,700,000 additional shares.

The offering is being led by J.P. Morgan, Goldman Sachs & Co. , and Barclays as joint lead book-running managers. Importantly, Waystar will not receive any proceeds from the sale of shares in this offering. A registration statement on Form S-1 has been filed with the SEC but has not yet become effective.

Positive

• None.

Negative

• Company will not receive any proceeds from the share sale
• Large shareholders are reducing their positions through significant stock sale
• Potential market pressure from 18M share offering with additional 2.7M option

LEHI, Utah, and LOUISVILLE, Ky., Feb. 18, 2025 /PRNewswire/ -- Waystar Holding Corp. (Nasdaq: WAY), a provider of leading healthcare payment software, a provider of leading healthcare payments software, today announced a proposed underwritten public offering of 18,000,000 shares of its common stock being offered by certain investment funds of EQT AB, Canada Pension Plan Investment Board, Bain Capital, LP, and their respective affiliates (collectively, the "Selling Stockholders"). Additionally, the Selling Stockholders intend to grant the underwriters a 30-day option to purchase up to 2,700,000 additional shares of common stock. Waystar will not receive any proceeds from the sale of shares in the offering by the Selling Stockholders.

The offering is being made through an underwriting group led by J.P. Morgan, Goldman Sachs & Co. LLC, and Barclays, who are acting as joint lead book-running managers.

A registration statement on Form S-1, including a prospectus, which is preliminary and subject to completion, relating to these securities has been filed with the Securities and Exchange Commission (the "SEC") but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these 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 offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

The proposed offering may be made only by means of a prospectus. Copies of the preliminary prospectus may be obtained by contacting: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at prospectus-eq_fi@jpmchase.com; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com; or Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847, or by email at barclaysprospectus@broadridge.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts. The words "anticipate," "assume," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "future," "will," "seek," "foreseeable," the negative version of these words, or similar terms and phrases are intended to identify forward-looking statements. The forward-looking statements contained in this press release are based on management's current expectations and are inherently subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. These risks and uncertainties include, but are not limited to, risks and uncertainties associated with the consummation of the proposed offering and other risks described in Waystar's registration statement on Form S-1, as it may be amended from time to time, and its Annual Report on Form 10-K for the year ended December 31, 2024 and any subsequent filings with the SEC. Except as required by law, Waystar has no obligation to update any of these forward-looking statements to conform these statements to actual results or revised expectations.

About Waystar
Waystar's mission-critical software is purpose-built to simplify healthcare payments so providers can prioritize patient care and optimize their financial performance. Waystar serves approximately 30,000 clients, representing over 1 million distinct providers, including 16 of 20 institutions on the U.S. News Best Hospitals Honor Roll. Waystar's enterprise-grade platform annually processes over 6 billion healthcare payment transactions, including over $1.8 trillion in annual gross claims and spanning approximately 50% of U.S. patients. Waystar strives to transform healthcare payments so providers can focus on what matters most: their patients and communities. Discover the way forward at waystar.com.

Media Contact
Kristin Lee
kristin.lee@waystar.com

Investor Contact
Sandy Draper
investors@waystar.com
502-238-9511

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SOURCE Waystar

FAQ

How many shares are being offered in Waystar's (WAY) February 2025 public offering?

Waystar's February 2025 public offering includes 18,000,000 shares of common stock, with an additional 30-day option for underwriters to purchase up to 2,700,000 more shares.

Who are the selling stockholders in Waystar's (WAY) 2025 public offering?

The selling stockholders are investment funds of EQT AB, Canada Pension Plan Investment Board, and Bain Capital, LP, and their respective affiliates.

Will Waystar (WAY) receive any proceeds from the February 2025 stock offering?

No, Waystar will not receive any proceeds from the sale of shares in this offering, as the shares are being sold by existing stockholders.

Which investment banks are managing Waystar's (WAY) 2025 public offering?

The offering is being led by J.P. Morgan, Goldman Sachs & Co. , and Barclays as joint lead book-running managers.