Business
Tilray Brands, Inc. Announces Proposed Registered Offering of $150 Million of Convertible Senior Notes
Convertible notes offer lower interest expense and fewer covenant restrictions than our non-convertible debt options due to the conversion option value and
About this update from Tilray Brands, Inc.
[{"type":"text","content":"Convertible notes offer lower interest expense and fewer covenant restrictions than our non-convertible debt options due to the conversion option value and are less dilutive than issuance of common stock A portion of the proceeds will be used to refinance existing debt LEAMINGTON, Ontario and NEW YORK, May 25, 2023 (GLOBE NEWSWIRE) -- Tilray Brands, Inc. (“Tilray” or the “Company”) (Nasdaq: TLRY; TSX: TLRY), a leading global cannabis-lifestyle and consumer packaged goods company, today announced that it has commenced a registered offering of $150 million aggregate principal amount of Convertible Senior Notes due 2027 (the “Notes”). Tilray also expects to grant a 30-day option to the underwriters of the Notes offering to purchase up to an additional $22.5 million aggregate principal amount of Notes, solely to cover over-allotments. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, if at all, or as to the actual size or terms of the offering. Tilray intends to use a portion of the net proceeds from this offering to finance the concurrent repurchase of a portion of its outstanding 5.00% Convertible Senior Notes due 2023 and/or 5.25% Convertible Senior Notes due 2024, as described below, and the remainder of the net proceeds for general corporate purposes. The Notes will be senior unsecured obligations of Tilray, will accrue interest payable semiannually in arrears, and will mature on June 15, 2027, unless earlier repurchased, redeemed or converted. Noteholders will have the right to convert their Notes into shares of Tilray’s common stock at their option, at any time, until the close of business on the second scheduled trading day immediately before the maturity date. The Notes will be redeemable, in whole and not in part, at Tilray’s option at any time on or after June 20, 2025 at a cash redemption price equal to the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, but only if the last reported sale price of Tilray’s common stock exceeds 130% of the conversion price for a specified period of time. The interest rate, initial conversion rate, and the other terms of the Notes, will be determined at the time of pricing of the offering. In connection with the Company’s o...