TransMedics Group, Inc. Announces Proposed Offering of $300 Million of Convertible Senior Notes Due 2028

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[{"type":"text","content":"ANDOVER, Mass., May 8, 2023 /PRNewswire/ -- TransMedics Group, Inc. (\"TransMedics\") (Nasdaq: TMDX), a medical technology company that is transforming organ transplant therapy for patients with end-stage lung, heart, and liver failure, today announced that it intends to offer, subject to market and other conditions, $300 million aggregate principal amount of convertible senior unsecured notes that will mature on June 1, 2028, unless earlier redeemed, repurchased or converted. TransMedics also expects to grant the initial purchasers of the notes an option to purchase, within a 13-day period beginning on, and including, the initial issuance date of the notes, up to an additional $45 million aggregate principal amount of notes.\n\n \n \n \n \n \n \n\n \nTransMedics intends to use a portion of the net proceeds from the offering to pay the cost of certain capped call transactions (described below). In addition, TransMedics intends to use the remaining net proceeds to expand its logistics network through potential partnerships or acquisitions and for general corporate purposes.\nThe notes will be senior unsecured obligations of TransMedics and bear cash interest, payable semiannually in arrears on June 1 and December 1 of each year, beginning on December 1, 2023. The notes will be convertible, only during certain periods and subject to certain circumstances, into cash, shares of TransMedics common stock, or a combination of cash and shares of TransMedics common stock, at TransMedics' election. Prior to June 8, 2026, the notes will not be redeemable. On or after June 8, 2026, TransMedics may redeem for cash all or a portion of the notes (subject to certain conditions), at its option, if the last reported sale price of TransMedics' common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which TransMedics provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. Final terms of the notes, including the interest rate, conversion rate, conversion price, and certain o...

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