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MGP Ingredients Announces Proposed Private Offering of $175 Million of Convertible Senior Notes
ATCHISON, Kan., Nov. 09, 2021 (GLOBE NEWSWIRE) -- MGP Ingredients, Inc. (Nasdaq: MGPI) (the “Company” or “MGP”), a leading provider of distilled spirits,
About this update from Mgp Ingredients, Inc.
[{"type":"text","content":"ATCHISON, Kan., Nov. 09, 2021 (GLOBE NEWSWIRE) -- MGP Ingredients, Inc. (Nasdaq: MGPI) (the “Company” or “MGP”), a leading provider of distilled spirits, branded spirits, and food ingredient solutions, today announced its intention to offer, subject to market and other conditions, $175,000,000 aggregate principal amount of convertible senior notes due 2041 (the “Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). In connection with the offering, MGP also expects to grant the initial purchasers 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 $26,250,000 aggregate principal amount of the Notes, solely to cover over-allotments. The Notes will be senior, unsecured obligations of MGP and will accrue interest payable semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2022. Beginning on November 15, 2026, holders will receive contingent interest for certain periods if the trading price of the Notes exceeds a certain threshold. Any contingent interest payable on the Notes will be in addition to the regular interest payable on the Notes. The Notes will mature on November 15, 2041, unless earlier repurchased, redeemed or converted. Holders of the Notes will have the right to convert their Notes in certain circumstances and during specified periods. MGP will settle conversions of the Notes by paying cash up to the principal amount of such Notes being converted and by paying and/or delivering, as the case may be, cash, shares of MGP’s common stock or a combination of cash and shares of MGP’s common stock, at MGP’s election, in respect of the remainder of the conversion value, if any. The Notes will be guaranteed on a senior unsecured basis by each of MGPI Processing, Inc., MGPI of Indiana, LLC and Luxco, Inc. The Notes will be redeemable, in whole or in part, for cash at MGP’s option at any time, and from time to time, (i) on or after November 20, 2024, but only if the closing sale price per share of MGP’s common stock exceeds 130% of the conversion price of the Notes for a specified period of time and (ii) on or after November 20, 2026 and prior to the maturity date, regardless of the foregoing sale ...