August 10, 2020

Shutterstock Announces Proposed Public Offering of Common Stock

NEW YORK, Aug. 10, 2020 /PRNewswire/ — Shutterstock, Inc. (NYSE: SSTK), a leading global technology company offering a creative platform for high-quality…

NEW YORK, Aug. 10, 2020 /PRNewswire/ — Shutterstock, Inc. (NYSE: SSTK), a leading global technology company offering a creative platform for high-quality content, tools and services, today announced that it has commenced a public offering of $250,000,000 of shares of its common stock, of which $200,000,000 of shares will be sold by Jon Oringer (Shutterstock’s founder, Executive Chairman of the Board and largest stockholder) and $50,000,000 of shares will be sold by Shutterstock.  In addition, Mr. Oringer intends to grant the underwriters a 30-day option to purchase up to an additional $37,500,000 of shares of common stock. 

Shutterstock intends to use the proceeds that it receives from the offering for general corporate purposes. Shutterstock will not receive any of the proceeds from the sale of shares sold by Mr. Oringer.

BofA Securities and Morgan Stanley will act as joint book running managers for this offering. Needham & Company and Stifel will be acting as lead managers, and Truist Securities and JMP Securities will be acting as co-managers.

A shelf registration statement (including a prospectus) relating to these securities was filed on August 10, 2020 with the Securities and Exchange Commission (the “SEC”) and became effective upon filing.  Before you invest, you should read the prospectus in that registration statement and the documents incorporated by reference in that registration statement, as well as the prospectus supplement related to this offering.  Copies of these documents are available at no charge on the SEC’s website at www.sec.gov. Alternatively, copies of the prospectus supplement and the accompanying prospectus may be obtained, when available, from: BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, North Carolina  28255-0001, Attention:  Prospectus Department, or e-mail dg.prospectus_requests@bofa.com, or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York  10014.

The offering of these securities is being made only by means of a prospectus supplement and an accompanying prospectus.  This press release shall not constitute an offer to sell or the 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 an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Shutterstock, Inc.

Shutterstock, Inc., directly and through its group subsidiaries, is a leading global provider of high-quality licensed photographs, vectors, illustrations, videos and music to businesses, marketing agencies and media organizations around the world.  Working with its growing community of over 1 million contributors, Shutterstock adds hundreds of thousands of images each week, and currently has more than 340 million images and more than 19 million video clips available.

Headquartered in New York City, Shutterstock has offices around the world and customers in more than 150 countries.  The company’s brands also include Bigstock, a value-oriented stock media offering; Shutterstock Custom, a custom content creation platform; Offset, a high-end image collection; PremiumBeat, a curated royalty-free music library; and Shutterstock Editorial, a premier source of editorial images for the world’s media.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Examples of forward-looking statements include, but are not limited to, statements regarding plans, expectations and intentions with respect to the offering of our common stock.  You can identify forward-looking statements by words such as “may,” “will,” “would,” “should,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan” and other similar expressions.  However, not all forward-looking statements contain these words.  Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors including risks related to any changes to or the effects on liabilities, financial condition, future capital expenditures, revenue, expenses, net income or loss, synergies and future prospects; our inability to continue to attract and retain customers and contributors to our online marketplace for creative content; competitive factors; our inability to innovate technologically or develop, market and offer new products and services; costs related to litigation or infringement claims, indemnification claims and the inability to prevent misuse of our content; our inability to increase market awareness of Shutterstock and our products and services; our inability to effectively manage our growth; our inability to grow at historic growth rates or at all; technological interruptions that impair access to our websites; assertions by third parties of infringement of intellectual property rights by Shutterstock, our inability to effectively manage risks associated with operating internationally; our exposure to foreign exchange rate risk; our inability to address risks associated with sales to large corporate customers; government regulation of the internet; increasing regulation related to the handling of personal data; actions by governments to restrict access to our products and services; our inability to effectively expand our operations into new products, services and technologies; our inability to protect the confidential information of customers; increased tax liabilities associated with our worldwide operations, including our exposure to withholding, sales and transaction tax liabilities; the effect of the Tax Cuts and Jobs Act of 2017; public health crises including the COVID-19 pandemic; general economic and political conditions worldwide, including disruption and volatility caused by COVID-19 and the resulting economic contraction; our inability to successfully integrate acquisitions and the associated technology and achieve operational efficiencies; and other factors and risks discussed under the caption “Risk Factors” in our most recent Annual Report on Form 10-K, as well as in other documents that we may file from time to time with the SEC.  As a result of such risks, uncertainties and factors, Shutterstock’s actual results may differ materially from any future results, performance or achievements discussed in or implied by the forward-looking statements contained herein.  The forward-looking statements contained in this press release are made only as of this date and Shutterstock assumes no obligation to update the information included in this press release or revise any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by law.

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SOURCE Shutterstock, Inc.