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Evolent Health, Inc. Announces Pricing of Oversubscribed and Upsized $145.0 Million of Convertible Senior Notes Due 2031 to Repurchase Existing Notes and Class A Common Stock
Evolent Health, Inc. (NYSE: EVH), a company focused on achieving better health outcomes for people with complex conditions ("Evolent"), today announced the pricing of $145.0 million aggregate principal amount of 4.50% convertible senior notes due 2031. The notes are being offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). Evolent has also granted the initial purchasers in the
About this update from Evolent Health, Inc
[{"type":"text","content":"WASHINGTON, Aug. 19, 2025 /PRNewswire/ -- Evolent Health, Inc. (NYSE: EVH), a company focused on achieving better health outcomes for people with complex conditions ("Evolent"), today announced the pricing of $145.0 million aggregate principal amount of 4.50% convertible senior notes due 2031. The notes are being offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). Evolent has also granted the initial purchasers in the offering a 30-day option to purchase up to an additional $21.75 million aggregate principal amount of notes. Evolent has increased the size of the offering from $140.0 million to $145.0 million (or $166.75 million if the initial purchasers' option to purchase additional notes is exercised in full).","length":865,"tagName":"p"},{"type":"text","content":"Key terms of the transactions include:","length":38,"tagName":"p"},{"type":"list","items":[{"val":[{"type":"text","content":"Interest on the notes is payable semiannually in arrears on February 15 and August 15 of each year, beginning on February 15, 2026, at a rate equal to 4.50% per annum. The notes will mature on August 15, 2031, unless earlier repurchased, redeemed or converted in accordance with their terms prior to such date.","length":310,"tagName":"p"}]},{"val":[{"type":"text","content":"The notes are convertible into cash, shares of Evolent's Class A common stock, or a combination of cash and shares of Evolent's Class A common stock, at Evolent's election based on an initial conversion rate of 73.9098 shares of Class A common stock per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $13.53 per share of Class A common stock. The initial conversion price represents a premium of approximately 50.0% over the closing price of the Class A common stock on the New York Stock Exchange on August 18, 2025.","length":589,"tagName":"p"}]},{"val":[{"type":"text","content":"Evolent has agreed to repurchase 4.43 million shares of its Class A common stock sold short by initial investors in the offering in privately negotiated transactions effected with or through one of the initial purchasers or its affiliate at a purchase price per share equal to the last reporte...