Business
Novavax Announces Convertible Debt Refinancing
Refinancing extends maturity of most existing debt with improved terms$225 million of convertible notes due in 2031 issued, including a ~$175 million exchange
About this update from Novavax, Inc.
[{"type":"text","content":"Refinancing extends maturity of most existing debt with improved terms$225 million of convertible notes due in 2031 issued, including a ~$175 million exchange for the retirement of existing convertible notes due in 2027 and ~$50 million of new money GAITHERSBURG, Md., Aug. 21, 2025 /PRNewswire/ -- Novavax, Inc. (Nasdaq: NVAX) today announced that it has entered into privately negotiated agreements with certain of the holders of its existing 5.00% Convertible Senior Notes due 2027 (the \"2027 Notes\") and new investors, pursuant to which the Company will issue $225 million aggregate principal amount of its 4.625% Convertible Senior Notes due 2031 (the \"2031 Notes\") consisting of (i) approximately $175.3 million principal amount of 2031 Notes issued in exchange for approximately $148.7 million principal amount of 2027 Notes (the \"Exchange Transactions\"), and (ii) approximately $49.7 million principal amount of 2031 Notes for cash (the \"Subscription Transactions\" and, together with the Exchange Transactions, the \"Transactions\").\nThe conversion price of the 2031 Notes will initially be $11.14 per share of Novavax's common stock, which represents a conversion premium of 27.5% over the closing price of Novavax's common stock on August 20, 2025. Upon the completion of the Transactions, which is expected to occur on or about August 27, 2025, approximately $26.5 million in aggregate principal amount of the 2027 Notes will remain outstanding with terms unchanged, and the aggregate principal amount of the 2031 Notes outstanding will be $225 million.\nThe 2031 Notes extend debt maturity date to 2031 for the majority of the existing 2027 Notes and supports improvement to the Novavax capital structure.\nNeither the 2031 Notes, nor any shares of the Company's common stock issuable upon conversion of the 2031 Notes, have been registered under the Securities Act of 1933, as amended (the \"Securities Act\"), or any state securities laws, and unless so registered, may not be offered or sold in the U.S. absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.\nThis press release shall not constitute an offer to sell or a solicitation of an offer to buy the 2031 Notes, the Company's common stock potentially issuable upon...