Penguin Solutions said it plans to raise $650 million through convertible senior notes due 2031, with an option for initial purchasers to buy another $100 million within 13 days of issuance.
The company said it also expects to exchange a portion of its existing 2.00% convertible senior notes due 2029 and 2030 in privately negotiated transactions. In addition, it plans to use proceeds to repay $100 million outstanding under its credit agreement.
The new notes will mature on Aug. 1, 2031. They will be convertible before May 1, 2031 only if certain conditions are met, and after that date at any time until two trading days before maturity. Penguin said it may redeem the notes starting Aug. 6, 2029 if its stock trades above 130% of the conversion price for a specified period.
Penguin said the financing is also intended to fund capped call transactions and cover the cash portion of the note exchanges. If the full $100 million option is exercised, the company said it would use part of those proceeds for additional capped call transactions.
The company said holders of the existing notes may exchange them for a mix of cash and shares, and that it may later repurchase or induce conversions of additional existing notes after the offering closes. Following these announcements, the company's shares moved -8.43%, and are now trading at a price of $60.41. If you want to know more, read the company's complete 8-K report here.
