Tilray, Inc. Announces Agreement to Exchange an Additional $72.9 Million in Principal Amount of Its 5.00% Convertible Senior ...
November 24 2020 - 9:00AM
Business Wire
Tilray, Inc. (“Tilray” or the “Company”) (Nasdaq: TLRY), a
global pioneer in cannabis research, cultivation, production and
distribution, today announced that it has entered into privately
negotiated exchange agreements with certain holders of its 5.00%
Convertible Senior Notes due 2023 (the "Notes"). Pursuant to the
exchange agreements, the Company will exchange approximately $72.9
million in aggregate principal amount of Notes plus accrued
interest, for approximately 6.4 million shares of the Company's
Class 2 common stock. The exchange transactions are expected to be
completed on or about November 25, 2020, subject to customary
closing conditions. Following the exchange transactions,
approximately $277.9 million in aggregate principal amount of the
Notes will remain outstanding.
Effectively, the Company agreed to repurchase a portion of its
Notes at a 42% discount to their face value, using shares issued at
the Company’s most recent closing market price (which is equivalent
to a conversion price of $6.68 per share).
The purpose of the transaction was to reduce the Company’s debt
and eliminate approximately $3.6 million in annual cash interest
costs.
The shares of the Company’s Class 2 common stock issuable upon
the exchanges have not been registered under the Securities Act of
1933, as amended, or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements.
This press release does not constitute an offer to sell or a
solicitation to buy any of the securities described herein, nor
shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful.
Forward Looking Statements
This press release contains “forward-looking statements”, which
may be identified by the use of words such as, “may”, “would”,
“could”, “will”, “likely”, “expect”, “anticipate”, “believe,
“intend ”, “plan”, “forecast”, “project”, “estimate”, “outlook” and
other similar expressions, including statements in respect of the
closing of the exchange. Forward-looking statements are not a
guarantee of future performance and are based upon a number of
estimates and assumptions of management in light of management’s
experience and perception of trends, current conditions and
expected developments, as well as other factors that management
believes to be relevant and reasonable in the circumstances,
including assumptions in respect of current and future market
conditions. Actual results, performance or achievement could differ
materially from that expressed in, or implied by, any
forward-looking statements in this press release, and, accordingly,
you should not place undue reliance on any such forward-looking
statements and they are not guarantees of future results.
Forward-looking statements involve significant risks, assumptions,
uncertainties and other factors that may cause actual future
results or anticipated events to differ materially from those
expressed or implied in any forward-looking statements. Please see
the heading “Risk Factors” in Tilray’s Quarterly Report on Form
10-Q, which was filed with the Securities and Exchange Commission
on November 9, 2020, for a discussion of the material risk factors
that could cause actual results to differ materially from the
forward-looking information. Tilray does not undertake to update
any forward-looking statements that are included herein, except in
accordance with applicable securities laws.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20201124005612/en/
Media: Tilray Media Team, +1-833-206-8161, news@tilray.com
Investors: Raphael Gross, +1-203-682-8253,
Raphael.Gross@icrinc.com
Tilray Brands (NASDAQ:TLRY)
Historical Stock Chart
From Mar 2024 to Apr 2024
Tilray Brands (NASDAQ:TLRY)
Historical Stock Chart
From Apr 2023 to Apr 2024