ATLANTA, June 19, 2020 /PRNewswire/ -- CryoLife,
Inc. (NYSE: CRY) ("CryoLife" or "the Company"), a leading
cardiac and vascular surgery company focused on aortic disease,
today announced the pricing of $100
million aggregate principal amount of 4.250% convertible
senior notes due 2025 (the "Notes") in a private placement to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended (the "Securities Act"). CryoLife
also granted the initial purchaser of the Notes an option to
purchase, within a 13-day period, beginning on, and including, the
date on which the Notes are first issued, up to an additional
$15 million aggregate principal
amount of the Notes. The sale of the Notes to the initial purchaser
is expected to settle on June 23,
2020, subject to customary closing conditions, and CryoLife
estimates that it will receive approximately $96.5 million in net proceeds (or $111.1 million if the initial purchaser exercises
its option to purchase additional Notes in full) after deducting
fees and estimated expenses payable by CryoLife.
The Notes will bear interest at a rate of 4.250% per year.
Interest will be payable semiannually in arrears on January
1 and July 1 of each year,
beginning on January 1, 2021. The
Notes will mature on July 1, 2025,
unless earlier converted, redeemed or repurchased in accordance
with their terms. CryoLife may not redeem the Notes prior to
July 5, 2023. CryoLife may redeem for
cash all or part of the Notes, at its option, on or after
July 5, 2023, if the last reported
sale price of the Company's common stock has been at least 130% of
the conversion price then in effect for at least 20 trading days
(whether or not consecutive) during any 30 consecutive trading day
period (including the last trading day of such period) ending on,
and including, the trading day immediately preceding the date on
which CryoLife provides notice of redemption at a redemption price
equal to 100% of the principal amount of the Notes to be redeemed,
plus accrued and unpaid interest to, but excluding, the redemption
date. Following certain corporate events that occur prior to the
maturity date or if the Company delivers a notice of redemption
with respect to all or a part of the Notes, the Company will, in
certain circumstances, increase the conversion rate for holders who
elect to convert their Notes in connection with such corporate
event or notice of redemption.
The initial conversion rate for the Notes is 42.6203 shares of
the Company's common stock per $1,000 principal amount of the Notes (which
is equivalent to an initial conversion price of approximately
$23.46 per share of the Company's
common stock). The initial conversion price represents a premium of
approximately 35.0% over the last reported sale price of the
Company's common stock on the New York Stock Exchange of
$17.38 per share on June 18, 2020. Upon conversion, the Notes will be
settled in cash, shares of the Company's common stock or a
combination thereof, at the Company's election.
The Company expects to use the net proceeds from the offering
for general corporate purposes, including the repayment of
approximately $30 million outstanding
under its revolving credit facility. If the initial purchaser
exercises its option to purchase additional Notes, the Company
expects to use the net proceeds from the sale of the additional
Notes for general corporate purposes.
This press release does not and shall not constitute an offer to
sell nor a solicitation of an offer to buy the Notes or shares of
the Company's common stock, nor shall there be any offer,
solicitation or sale of the Notes or such common stock 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 offering may
be made only by means of an offering memorandum.
The Notes and any shares of the Company's common stock issuable
upon conversion of the 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 except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and the rules
promulgated thereunder and applicable state securities laws. The
offering of the Notes is being made only to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act.
About CryoLife, Inc.
Headquartered in suburban
Atlanta, Georgia, CryoLife is a
leader in the manufacturing, processing, and distribution of
medical devices and implantable tissues used in cardiac and
vascular surgical procedures focused on aortic repair. CryoLife
markets and sells products in more than 100 countries
worldwide.
Forward Looking Statements
Statements made in this
press release that look forward in time or that express
management's beliefs, expectations, or hopes are forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements reflect the
views of management at the time such statements are made. These
statements specifically include statements regarding the proposed
terms of the Notes, the size of the proposed offering and the
expected use of proceeds from the sale of the Notes. These
forward-looking statements are subject to a number of risks,
uncertainties, estimates, and assumptions that may cause actual
results to differ materially from current expectations, including
the effects of COVID—19 and government mandates implemented to
address the pandemic. These risks and uncertainties include
the risk factors detailed in our Securities and Exchange Commission
filings, including our Form 10-K for year ended December 31, 2019 and Form 10-Q for the quarter
ended March 31, 2020. CryoLife
does not undertake to update its forward-looking statements,
whether as a result of new information, future events, or
otherwise.
Contacts:
CryoLife
|
Gilmartin Group
LLC
|
D. Ashley
Lee
|
Greg Chodaczek / Lynn
Lewis
|
Executive Vice
President, Chief Financial
|
Phone:
347-620-7010
|
Officer and Chief
Operating Officer
|
investors@cryolife.com
|
Phone:
770-419-3355
|
|
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SOURCE CryoLife, Inc.