MeridianLink (MLNK) Prices 6.9M Share Secondary Offering at $19/sh

MeridianLink, Inc. (the “Company”) (NYSE: MLNK), a leading provider of modern software platforms for financial institutions and consumer reporting agencies, today announced the pricing of the previously announced underwritten secondary offering of 6,906,015 shares of its common stock (the “Offering”) by certain of its existing stockholders (the “Selling Stockholders”), at a public offering price of $19.00 per share, which represents an increase of 406,015 shares from the previously announced size of the Offering. The pricing took place on February 6, 2024. The Selling Stockholders have granted the underwriters a 30-day option to purchase up to an additional 675,000 shares at the public offering price, less underwriting discounts and commissions. The Offering consists entirely of shares of the Company’s common stock to be sold by the Selling Stockholders, with 4,500,000 shares to be offered to the public and 2,406,015 shares to be repurchased by the Company pursuant to the Stock Repurchase (as defined below). The Company will not receive any proceeds from the sale of the shares being offered by the Selling Stockholders. The Offering is expected to close on February 9, 2024, subject to customary closing conditions.

In connection with the Offering, the Company intends to purchase from the underwriters 2,406,015 shares of the Company’s common stock at a price per share equal to the price per share at which the underwriters purchase shares of the Company’s common stock in the Offering (the “Stock Repurchase”). The Company intends to fund the Stock Repurchase with existing cash on hand.

Citigroup Global Markets Inc. and J.P. Morgan Securities LLC are acting as lead book-running managers for the Offering. BofA Securities, Barclays and Raymond James & Associates, Inc. are acting as book-running managers, and William Blair, BTIG, Nomura Securities International, Inc., Stifel, Blaylock Van, Samuel A. Ramirez & Company, Inc., Roberts & Ryan Investments, Inc. and Tigress Financial Partners LLC are acting as co-managers.

The Offering is being made pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-276336), which was filed with the Securities and Exchange Commission (“SEC”) on December 29, 2023 and became effective on January 8, 2024. The Offering will be made only by means of a prospectus supplement and the accompanying base prospectus. A preliminary prospectus supplement and accompanying base prospectus relating to the offering have been filed with the SEC and are available on the SEC’s website at www.sec.gov. A final prospectus supplement and accompanying prospectus will be filed with the SEC. Alternatively, copies of the preliminary prospectus supplement, once available, and the accompanying base prospectus may be obtained by contacting: Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 800-831-9146; or J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204, or by email at [email protected].

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 offer or sale of these securities in any 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 state or jurisdiction.

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