Business
The Chefs’ Warehouse Announces Pricing of $250 Million of 2.375% Convertible Senior Notes due 2028
RIDGEFIELD, Conn., Dec. 09, 2022 (GLOBE NEWSWIRE) -- The Chefs’ Warehouse, Inc. (NASDAQ: CHEF) (the “Company”) today announced the pricing of $250 million
About this update from The Chefs' Warehouse, Inc.
[{"type":"text","content":"RIDGEFIELD, Conn., Dec. 09, 2022 (GLOBE NEWSWIRE) -- The Chefs’ Warehouse, Inc. (NASDAQ: CHEF) (the “Company”) today announced the pricing of $250 million aggregate principal amount of 2.375% Convertible Senior Notes due 2028 (the “Convertible Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The Company also granted the initial purchasers of the Convertible Notes an option to purchase, for settlement within a period of 13 days from, and including, the date the Convertible Notes are first issued, up to an additional $37.5 million aggregate principal amount of Convertible Notes. The sale of Convertible Notes to the initial purchasers is expected to settle on December 13, 2022, subject to customary closing conditions, and is expected to result in approximately $243.2 million (or approximately $279.7 million if the initial purchasers exercise their option to purchase additional Convertible Notes in full) in net proceeds to the Company after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by the Company. The Convertible Notes will bear interest at a rate of 2.375% per year and will pay interest semiannually in arrears on June 15 and December 15 of each year, beginning on June 15, 2023. The Convertible Notes will mature on December 15, 2028, unless earlier converted, redeemed or repurchased in accordance with their terms. The Company expects to use approximately $159.8 million of the net proceeds from the offering to pay the cash portion of the consideration in the concurrent exchange transactions described below. The Company intends to use the remainder of the net proceeds from the offering for general corporate purposes. The conversion rate for the Convertible Notes is 22.5912 shares of the Company’s common stock per $1,000 principal amount of the Convertible Notes (which is equivalent to a conversion price of approximately $44.27 per share of the Company’s common stock, representing a premium of approximately 30% over the last reported sale price of the Company’s common stock on December 8, 2022 of $34.05 per share), subject to adjustment. Before September 15, 2028, holders of the Convertible Notes will have the right to convert their Convertible Notes only upon the occurrenc...