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Bandwidth Announces Additional Partial Repurchase of 0.25% Convertible Senior Notes Due 2026

Repurchasing $65 million of convertible debt at approximately 22% discount to par value Initially issued principal balance of $400 million notes due 2026

articleBandwidth Inc.March 1, 20233/company/bandwidth-inc/news/bandwidth-announces-additional-partial-repurchase-of-025percent-convertible-senior-notes-due-2026
Bandwidth Announces Additional Partial Repurchase of 0.25% Convertible Senior Notes Due 2026

About this update from Bandwidth Inc.

[{"type":"text","content":"Repurchasing $65 million of convertible debt at approximately 22% discount to par value\nInitially issued principal balance of $400 million notes due 2026 reduced to $175 million outstanding\nRALEIGH, N.C., March 1, 2023 /PRNewswire/ -- Bandwidth Inc. (NASDAQ: BAND), a leading global enterprise cloud communications company, today announced that it has entered into separate, privately negotiated repurchase agreements with a limited number of holders of its 0.250% Convertible Senior Notes due 2026 (the \"Notes\") to repurchase (the \"Repurchases\") $65 million aggregate principal amount of the Notes at approximately a 22 percent discount to par value. The repurchase price payable by Bandwidth will be paid in cash and will be based in part on the daily volume-weighted average price per share of Bandwidth's Class A common stock over a two consecutive trading day measurement period beginning on, and including, March 1, 2023.\n\n \n \n \n \n \n \n\n \nBandwidth has previously entered into capped call transactions with certain financial institutions in connection with the Notes. All of these transactions are expected to remain in effect notwithstanding the Repurchases.\nThe Repurchases are expected to close on March 6, 2023, subject to the satisfaction of customary closing conditions. Following such closings, approximately $175 million principal amount of the Notes will remain outstanding, from an initial issued principal balance of $400 million.\n\"Proactively reducing our debt at a discount further reinforces our capital structure,\" said Daryl Raiford, Bandwidth's Chief Financial Officer. \"We believe the combination of our cash balance and expected free cash flow generation, as outlined in the three-year financial targets at our recent Investor Day, gives us the ability to retire our future convertible notes obligations and fully fund our business needs, with optionality along the way.\"\n\"This latest opportunistic repurchase at a substantial discount to par value, following the $160 million repurchased in November 2022, further strengthens our balance sheet, and our 2026 convertible notes outstanding have been reduced by more than 55 percent,\" said David Morken, Bandwidth's Chief Executive Officer. \"We are a disciplined operating team in control of our own destiny.\"\nNo Offer or Solicitation\nThis press release is neither an o...

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