The Marcus Corporation, a Wisconsin corporation, has entered into a purchase agreement to buy back its outstanding 5.00% Convertible Senior Notes due 2025. The company will purchase these notes from various holders in exchange for cash consideration. The closing of these transactions is scheduled to occur on a specified date in 2024.
As part of the agreement, each holder is required to sell and deliver the aggregate principal amount of the Outstanding Notes to the company, and in return, the company will pay the Cash Consideration specified for each holder. The exchange of the Purchased Notes for the Cash Consideration is set to occur in accordance with the Purchase Procedures outlined in the agreement.
The press release also highlights the covenants, representations, and warranties of the holders, emphasizing their power and authorization to enter into the agreement, the validity and enforceability of the agreement, and their sole ownership of the Purchased Notes.
Furthermore, each holder acknowledges that upon receiving the Cash Consideration, the company's obligations to the holder under the Purchased Notes will be fully satisfied. The release also includes clauses related to adequate information, no reliance, and no pressure on the holders, as well as requirements for withholding and the submission of required tax forms.
The closing of these transactions, as outlined in the press release, indicates a significant financial event for The Marcus Corporation and its holders. It highlights the company's efforts to manage its outstanding notes and the willingness of the holders to participate in this buyback agreement. Following these announcements, the company's shares moved 0.3%, and are now trading at a price of $14.8. If you want to know more, read the company's complete 8-K report here.