The Chefs’ Warehouse Announces Closing of 1.875% Convertible Senior Notes Offering
March 01 2021 - 4:05PM
The Chefs’ Warehouse, Inc. (NASDAQ: CHEF) (the “Company”) today
announced the closing of its previously announced offering of its
1.875% convertible senior notes due 2024 (the “Convertible Notes”)
in a private placement to qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”). The Convertible Notes issuance was a reopening
of, and is part of the same series as, the $150 million aggregate
principal amount of 1.875% Convertible Senior Notes due 2024 (the
“Existing Notes”) issued by the Company on November 22, 2019. While
the Convertible Notes will trade under a Rule 144A CUSIP number,
once de-legended, the Convertible Notes will have the same CUSIP
number and will be fully fungible with the existing notes.
The Company sold $50 million aggregate principal
amount of Convertible Notes to the initial purchaser. The net
proceeds from the offering were approximately $50.4 million after
deducting the initial purchaser’s discounts and commissions and
estimated offering expenses payable by the Company. The Company
intends to use $31.2 million of the net proceeds from the offering
of the Convertible Notes to repay outstanding amounts under its
term loan facility and the remainder of the net proceeds for
working capital and general corporate purposes, which may include
future acquisitions or repaying a portion of the outstanding
principal amount under its asset-based loan facility.
This press release is neither an offer to sell
nor a solicitation of an offer to buy the Convertible Notes or the
shares of the Company’s common stock issuable upon conversion of
the Convertible Notes, nor will 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 the registration or
qualification under the securities laws of any such state or
jurisdiction.
The offer and sale of the Convertible Notes and
the shares of the Company’s common stock issuable upon conversion
of the Convertible Notes have not been and will not be registered
under the Securities Act, or the securities laws of any other
jurisdiction, and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
requirements.
About The Chefs’ Warehouse,
Inc.
The Chefs’ Warehouse, Inc. is a premier
distributor of specialty food products in the United States and
Canada focused on serving the specific needs of chefs who own
and/or operate some of the nation’s leading menu-driven independent
restaurants, fine dining establishments, country clubs, hotels,
caterers, culinary schools, bakeries, patisseries, chocolatiers,
cruise lines, casinos and specialty food stores. The Chefs’
Warehouse, Inc. carries and distributes more than 50,000 products
to more than 34,000 customer locations throughout the United States
and Canada.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of Section 27A of the Securities Act
and Section 21E of the Securities and Exchange Act of 1934 that
involve risks and uncertainties and are based on current
expectations and management estimates; actual results may differ
materially. The risks and uncertainties which could impact these
statements include, but are not limited to, prevailing market and
other general economic conditions, and the fact that the Company’s
management will have broad discretion in the use of the proceeds
from the sale of the Convertible Notes. The foregoing list of risks
and uncertainties is illustrative, but is not exhaustive. A more
detailed description of other potential risk factors that could
affect the Company’s business and financial results is contained in
the Company’s most recent annual report on Form 10-K filed with the
Securities and Exchange Commission (“SEC”) on February 23, 2021 and
other reports filed by the Company with the SEC since that date.
The Company is not undertaking to update any information except as
required by applicable laws.
Contact:Investor RelationsJim Leddy, CFO, (718)
684-8415
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