6-K
Docebo Inc. (DCBO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of January 2021
Commission File Number 001-39750
DOCEBO INC.
(Exact nameof Registrant as specified in its charter)
N/A
(Translation of Registrant’s name)
366 Adelaide St. West
Suite 701
Toronto,Ontario, Canada M5V 1R7
(800) 681-4601
(Address and telephone number of registrant’s principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INCORPORATION BY REFERENCE
Exhibit 99.1 of this Form 6-K is incorporated by reference into the registrant’s Registration Statement on Form F-10 (File No. 333-251046) and the registrant’s Registration Statement on Form S-8 (File No. 333-251417).
DOCUMENTS INCLUDED AS PART OF THIS REPORT
SIGNATURES
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, thereunto duly authorized.
| Docebo Inc. | ||||
|---|---|---|---|---|
| Date: | January 20, 2021 | By: | /s/ Ian Kidson | |
| Name: | Ian Kidson | |||
| Title: | Chief Financial Officer |
EX-99.1
Exhibit 99.1
Docebo Announces Secondary Public Offering in the United States and Canada
TORONTO--(BUSINESS WIRE)--Docebo Inc. (“Docebo”) (TSX: DCBO; Nasdaq: DCBO) today announced the launch of a marketed secondary public offering of Docebo’s common shares in the United States and Canada.
A total of 3,650,000 common shares will be offered for sale in the offering, which will be conducted through a syndicate of underwriters led by Morgan Stanley, Goldman Sachs & Co. LLC and Canaccord Genuity, as joint lead book-running managers. All of the common shares will be offered by certain shareholders of Docebo, namely Intercap Equity Inc., Claudio Erba and Alessio Artuffo (collectively, the “Selling Shareholders”). 3,285,000 common shares are being offered by Intercap Equity Inc., 273,750 common shares are being offered by Claudio Erba and 91,250 common shares are being offered by Alessio Artuffo. The offering will be priced in the context of the market, with the price and total size of the offering to be determined at the time of entering into an underwriting agreement for the offering (the “Underwriting Agreement”).
The Selling Shareholders will also grant the underwriters an over-allotment option, exercisable for a period of 30 days from the date of the Underwriting Agreement, to purchase up to 547,500 additional common shares, representing in the aggregate 15% of the total number of common shares to be sold pursuant to the offering. Docebo will not receive any of the proceeds from the sale of common shares by the Selling Shareholders.
Closing of the offering will be subject to a number of customary conditions, including the entering into of the Underwriting Agreement.
In connection with the offering, Docebo filed a preliminary prospectus supplement to its base shelf prospectus with the securities regulatory authorities in each of the provinces and territories of Canada. The preliminary prospectus supplement has also been filed with the U.S. Securities and Exchange Commission as a supplement to the base shelf prospectus included in Docebo’s effective registration statement on Form F-10 (File No. 333-251046) under the U.S.-Canada multijurisdictional disclosure system (MJDS). The public offering will be made in Canada only by means of the base shelf prospectus and preliminary prospectus supplement and in the United States only by means of the registration statement, including the base shelf prospectus and preliminary prospectus supplement. Such documents contain important information about the offering. Copies of the base shelf prospectus and the preliminary prospectus supplement can be found on SEDAR at www.sedar.com, and a copy of the registration statement and the preliminary prospectus supplement can be found on EDGAR at www.sec.gov. Copies of such documents may also be obtained from any of the following sources: Morgan Stanley & Co. LLC, Attn: Prospectus Department – 180 Varick Street, 2nd Floor – New York, NY 10014, by email at prospectus@morganstanley.com; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at 1-866-471-2526 or by e-mail at prospectus-ny@ny.email.gs.com; and Canaccord Genuity LLC, Attention: Syndicate Department, 99 High Street, 12th Floor, Boston MA 021990, by email at prospectus@cgf.com.
Prospective investors should read the base shelf prospectus and the preliminary prospectus supplement as well as the registration statement before making an investment decision.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the common shares in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.
Forward-Looking Statements
This news release may contain “forward-looking information” and “forward-looking statements” (collectively,“forward-looking information”) within the meaning of applicable securities laws, including, without limitation, statements regarding the conduct of the offering; and the granting of the underwriters’ over-allotment option.
This forward-looking information is based on our opinions, estimates and assumptions that, while considered by Docebo to be appropriate andreasonable as of the date of this press release, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different fromthose expressed or implied by such forward-looking information, including, without limitation: there being insufficient investor demand for the offering; economic and market conditions being conducive to the offering on the timeline currentlyanticipated or at all; fluctuations in the market price of the common shares; risks related to the COVID-19 pandemic and its impact on Docebo, economic conditions, and global markets; the failure of Docebo,the Selling Shareholders and/or the underwriters to satisfy closing conditions to the offering; and other unforeseen events, developments, or factors causing any of the aforesaid expectations, assumptions, and other factors ultimately beinginaccurate or irrelevant and those factors discussed in greater detail under the “Risk Factors” section of the prospectus supplement dated January 20, 2021 and our Annual Information Form for the year ended December 31, 2019,each available under our profile on SEDAR at www.sedar.com, and should be considered carefully by prospective investors.
If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking informationprove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although we have attempted to identify important risk factors that could cause actual results to differ materially fromthose contained in forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressedin such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. No forward-looking statement is aguarantee of future results. Accordingly, you should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this press release represents our expectations as ofthe date specified herein, and are subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events orotherwise, except as required under applicable securities laws.
All of the forward-looking information contained in this pressrelease is expressly qualified by the foregoing cautionary statements.
About Docebo
Docebo is redefining the way enterprises learn by applying new technologies to the traditional corporate learning management system market. Docebo provides an easy-to-use, highly configurable
learning platform with the end-to-end capabilities designed to make customers, partners, and employees love their learning experience.
Contacts
InvestorRelations
Dennis Fong
investors@docebo.com
(416) 283-9930
EX-99.2
Exhibit 99.2
Docebo Announces Preliminary FourthQuarter 2020 Financial Results
Expected preliminary ARR growth of 55% to 57% for the fourth quarter of 2020
TORONTO, ONTARIO – January 20, 2021: Docebo Inc. (“Docebo” or the “Company”) (Nasdaq: DCBO; TSX: DCBO), a leading AI-powered learning platform, today announced preliminary financial results for the three months ended December 31, 2020. All amounts are expressed in US dollars unless otherwise stated.
| • | Revenue is expected to be between $18.25 and $18.75 million for the fourth quarter of 2020, an increase<br>of 48% to 52% compared to $12.3 million for the fourth quarter of 2019 |
|---|---|
| • | Annual Recurring Revenue^1^ (“ARR”) is expected<br>to be between $73 and $74 million as at December 31, 2020, an increase of 55% to 57% compared to $47.2 million as at December 31, 2019 |
| --- | --- |
| • | Average Contract Value^1^ (“ACV”) is expected to<br>be between $33,500 to $33,950 as at December 31, 2020, compared to approximate $27,362 as at December 31, 2019. |
| --- | --- |
| ^1^ | Please refer to “Key Performance Indicators” section of this press release. |
| --- | --- |
These estimates are preliminary and are inherently uncertain due to a number of factors and remain subject to Docebo management and Audit Committee reviews and the completion of regular financial closing and review procedures and audit procedures for the three months ended December 31, 2020. Additional adjustments to the preliminary estimates presented above may be identified, and final results for the relevant fiscal periods may differ materially from these preliminary estimates and will not be finalized until after the Company completes its normal year-end accounting procedures, including execution of internal controls over financial reporting. These preliminary estimates are intended to provide information about management’s current expectations regarding certain aspects of Docebo’s financial performance. Reliance on the information presented herein may not be appropriate for other purposes.
Forward-Looking Information
This news release may contain “forward-looking information” and “forward-looking statements” (collectively,“forward-looking information”) within the meaning of applicable securities laws, including, without limitation, statements regarding Docebo’s preliminary estimates for revenue, annual recurring revenue and average contract value forthe three months ended December 31, 2020. Forward-looking statements are provided for the purpose of presenting information about management’s current expectations and plans relating to the future and allowing
investors and others to get a better understanding of our anticipated financial position, results of operations, and operating environment.
This forward-looking information is based on our opinions, estimates and assumptions that, while considered by Docebo to be appropriate andreasonable as of the date of this press release, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different fromthose expressed or implied by such forward-looking information, including, without limitation: risks related to Docebo’s business and financial position; risks related to changes and adjustments to these preliminary estimates resulting fromDocebo management and Audit Committee reviews and/or regular financial closing and review procedures and audit procedures; that Docebo may not be able to accurately predict its rate of growth and profitability; risks related to economic andpolitical uncertainty; risks related to Docebo’s amortization of revenue over the term of its customer subscriptions; income tax related risks; and those factors discussed in greater detail under the “Risk Factors” section of theprospectus supplement dated January 20, 2021 and our Annual Information Form for the year ended December 31, 2019, each available under our profile on SEDAR at www.sedar.com and on EDGAR at www.sev.gov, and should be considered carefullyby prospective investors.
If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptionsunderlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although we have attempted to identify important risk factors that couldcause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or futureevents to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated insuch information. No forward-looking statement is a guarantee of future results. Accordingly, you should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained inthis press release represents our expectations as of the date specified herein, and are subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or revise any forward-looking information whether asa result of new information, future events or otherwise, except as required under applicable securities laws.
All of theforward-looking information contained in this press release is expressly qualified by the foregoing cautionary statements.
About Docebo
Docebo is redefining the way enterprises learn by applying new technologies to the traditional corporate learning management system market. Docebo provides an easy-to-use, highly configurable learning platform with the end-to-end capabilities designed to make customers, partners, and employees love their learning experience.
Key Performance Indicators
Docebo recognizes subscription revenues ratably over the term of the subscription period under the provisions of its agreements with customers. The terms of Docebo’s agreements, combined with high customer retention rates, provides Docebo with a significant degree of visibility into near-term revenues. Management uses a number of metrics, including annual recurring revenue and average contract value, to measure its performance and customer trends, which are used to prepare financial
plans and shape future strategy. Docebo’s key performance indicators may be calculated in a manner different than similar key performance indicators used by other companies.
Docebo defines annual recurring revenue as the annualized equivalent value of the subscription revenue of all existing contracts (including Original Equipment Manufacturer (“OEM”) contracts) as at the date being measured, excluding non-recurring implementation, support and maintenance fees. Docebo’s customers generally enter into one to three year contracts and are non-cancelable or cancellable with penalty. All the customer contracts, including those for one-year terms, automatically renew unless cancelled by Docebo’s customers. Accordingly, Docebo’s calculation of annual recurring revenue assumes that customers will renew the contractual commitments on a periodic basis as those commitments come up for renewal. Subscription agreements are subject to price increases upon renewal reflecting both inflationary increases and the additional value provided by Docebo’s solutions. In addition to the expected increase in subscription revenue from price increases over time, existing customers may subscribe for additional features, learners or services during the term. Docebo believes that this measure provides a fair real-time measure of performance in a subscription-based environment. Annual recurring revenue provides Docebo with visibility for consistent and predictable growth to its cash flows.
Docebo defines average contract value as total annual recurring revenue divided by the number of active customers, based on contracted customers. Historically, in calculating average contract value, all references to the number of customers or companies that Docebo serves included separate accounts per customer based on their installation(s) count. For the third quarter of the fiscal year ended December 31, 2020 and going forward, any separate accounts that Docebo’s customers may have will be aggregated and counted as one customer based on the contracted customer for the purposes of calculating average contract value to provide a more precise understanding of this metric. The figures for average contract value in this release as at 2019 use this updated calculation method.
For further information:
Dennis Fong, Investor Relations
(416) 283-9930, investors@docebo.com