The RealReal Announces Full Exercise of Option by Initial Purchasers to Purchase Additional 3.00% Convertible Senior Notes Du...
June 22 2020 - 7:30PM
The RealReal, Inc. (Nasdaq: REAL)––the world’s largest online
marketplace for authenticated, consigned luxury goods––announced
today that it closed the issuance of an additional $22.5 million in
aggregate principal amount of its 3.00% Convertible Senior Notes
due 2025 (the “Notes”), pursuant to the exercise in full of the
initial purchasers’ option to purchase such additional notes (the
“Option Notes”) in connection with the previously announced Notes
offering that closed on June 15, 2020.
The Option Notes have the same terms as the Notes previously
issued on June 15, 2020. The Option Notes were issued under the
same Indenture as the Notes dated as of June 15, 2020 between the
Company and U.S. Bank National Association, as trustee, which terms
are described in the Company’s Current Report on Form 8-K filed on
June 16, 2020.
The sale of the Option Notes to the initial purchasers closed on
June 22, 2020, and resulted in approximately $21.7 million in net
proceeds to the Company (in addition to the previously announced
estimated net proceeds of $144.1 million from the initial closing
of the offering of the Notes on June 15, 2020) after deducting fees
and estimated offering expenses payable by the Company.
On June 18, 2020, in connection with the issuance of the Option
Notes, the Company has entered into additional privately negotiated
capped call transactions with certain of the initial purchasers or
their affiliates. The capped call transactions cover, subject to
anti-dilution adjustments, the number of shares of common stock
underlying the Option Notes sold in the offering. The additional
capped call transactions are on substantially similar terms as the
base capped call transactions entered into on June 10, 2020.
The Company used approximately $2.9 million of the net proceeds
from the offering of the Option Notes to pay the cost of the
additional capped call transactions. The Company intends to use the
remaining net proceeds for general corporate purposes.
The offering of the Option Notes is only being made pursuant to
Rule 144A under the Securities Act. Neither the Option Notes nor
any shares of the Company’s common stock issuable upon conversion
of the Option Notes have been or are expected to be registered
under the Securities Act or under any state securities laws and,
unless so registered, may not be offered or sold in the United
States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and applicable state securities laws.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall it
constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale is unlawful.
IR ContactPaul BieberHead of Investor
Relationspaul.bieber@therealreal.com
Press ContactErin
Santy
Head of Communicationspr@therealreal.com
Forward Looking Statements
This news release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
Statements concerning unaudited financial results, industry or
market outlook, customer demand, revenues, product volumes, or
other expected future financial results or performance; and any
statements using the terms “believe,” “expect,” “intend,”
“outlook,” “future,” “anticipate,” “will,” “could,” “estimate,”
“guidance,” or similar statements are forward-looking statements
that involve risks and uncertainties that could cause the company’s
actual results to differ materially from those anticipated. While
forward-looking statements are based on assumptions and analyses
made by us that we believe to be reasonable under the circumstances
whether actual results and developments will meet our expectations
and predictions depend on a number of risks and uncertainties,
which could cause our actual results, performance, and financial
condition to differ materially from our expectations.
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