JBT Marel Corporation has announced the pricing of its private offering of $500 million aggregate principal amount of 0.375 percent convertible senior notes due 2030. The company has also granted the initial purchasers of the notes an option to purchase up to an additional $75.0 million aggregate principal amount of the notes within a 13-day period beginning on, and including, the initial closing date of the offering. The offering and the convertible note hedge and warrant transactions are expected to close on September 9, 2025, subject to customary closing conditions.
The initial conversion rate for the notes is 5.3258 shares of the company’s common stock per $1,000 principal amount of notes, representing a conversion premium of approximately 32.5 percent over the last reported sale price of the company’s common stock on the New York Stock Exchange (NYSE) on September 4, 2025. The notes will bear interest at a rate of 0.375 percent per year, payable semiannually in arrears on March 15 and September 15 of each year, beginning on March 15, 2026, and will mature on September 15, 2030, unless earlier converted, redeemed, or repurchased.
In connection with the pricing of the notes, the company has entered into privately negotiated convertible note hedge transactions with certain dealers, which are expected to cover the same number of shares of the company’s common stock that will initially underlie the notes. The company has also entered into warrant transactions with the hedge counterparties relating to the same number of shares of the company’s common stock.
The strike price of the warrant transactions will initially be $283.42 per share, representing a 100 percent premium to the last reported sale price of the company’s common stock on the NYSE on September 4, 2025. If the initial purchasers exercise their option to purchase additional notes, the company may sell additional warrants and may use a portion of the proceeds from the sale of such additional notes, together with the proceeds from the sale of additional warrants, to enter into additional convertible note hedge transactions.
JBT Marel Corporation is a leading global technology solutions provider to high-value segments of the food and beverage industry, aiming to create better outcomes for customers by optimizing food yield and efficiency, improving food safety and quality, and enhancing uptime and proactive maintenance while reducing waste and resource use across the global food supply chain. As a result of these announcements, the company's shares have moved -1.85% on the market, and are now trading at a price of $139.11. If you want to know more, read the company's complete 8-K report here.
