provide Redfin Redfin to Offer $525 Million of Convertible Senior Notes Due 2025
SEATTLE, Oct. 14, 2020 /PRNewswire/ — Redfin Company (NASDAQ: RDFN) at present time announced that it proposes to provide $525 million combination critical quantity of convertible senior notes due 2025 (the “notes”), self-discipline to market prerequisites and other factors. The notes are to be sold most appealing to certified institutional customers pursuant to Rule 144A under the Securities… Submit creator
(NASDAQ: RDFN) at present time announced that it proposes to provide $525 million combination critical quantity of convertible senior notes due 2025 (the “notes”), self-discipline to market prerequisites and other factors. The notes are to be sold most appealing to certified institutional customers pursuant to Rule 144A under the Securities Act of 1933 (the “Act”).
Redfin moreover intends to grant to the preliminary purchaser of the notes an technique to purchase up to an further $78.75 million combination critical quantity of notes for settlement interior a length of 13 days from, and including, the date notes are first issued.
The notes will likely be unparalleled unsecured responsibilities of Redfin, and passion will likely be payable semi-every year in arrears.
The notes will ragged on October 15, 2025 , unless repurchased, redeemed or converted in accordance with their phrases prior to such date.
Before July 15, 2025 , the notes will likely be convertible at the option of holders most appealing upon delight of wonderful prerequisites and at some level of wonderful classes, and thereafter, at any time except the finish of industry on the 2nd scheduled trading day straight away earlier the maturity date. Upon conversion, the notes could presumably maybe be settled in shares of Redfin overall stock, money or a combination of money and shares of Redfin overall stock, at the election of Redfin.
The fervour price, preliminary conversion price, offering label and other phrases are to be wonderful by negotiations between Redfin and the preliminary purchaser.
Redfin expects to utilize half of the on-line proceeds from the offering of the notes, along with shares of Redfin overall stock, to repurchase half of its renowned 1.75% convertible senior notes due 2023 (the “2023 notes”) as described under. Redfin expects to utilize the remainder of the on-line proceeds from this offering for working capital and other unparalleled corporate applications.
Redfin also can use half of the on-line proceeds to make investments in or fabricate 1/Three-celebration companies, merchandise, companies, applied sciences or other assets.
Redfin expects to utilize half of the on-line proceeds of the offering, along with shares of its overall stock, to repurchase half of its 2023 notes via privately negotiated transactions entered into similtaneously with the pricing of the proposed offering (the “level to repurchases”).
In reference to any level to repurchases, Redfin expects that holders of the renowned 2023 notes which have hedged their equity label menace with appreciate to such notes (the “hedged holders”) will, similtaneously with the pricing of the notes, unwind their hedge positions by procuring Redfin overall stock (to the extent they’ll also no longer procure shares of Redfin overall stock in reference to such level to repurchases) and/or getting in or unwinding diverse spinoff transactions with appreciate to Redfin overall stock. The quantity of Redfin overall stock to be bought by the hedged holders could presumably maybe be large when it comes to the ancient life like day-to-day trading volume of Redfin overall stock. This converse by the hedged holders also can lift (or in the reduction of any decrease) in the market label of Redfin overall stock and will lift the efficient conversion label of the notes.
This announcement is neither a proposal to promote nor a solicitation of a proposal to purchase any Redfin securities (including the shares of Redfin overall stock, if any, into which the notes are convertible) and shall no longer characterize a proposal, solicitation or sale in any jurisdiction whereby such provide, solicitation or sale is unlawful. Any affords of the notes will likely be made most appealing by utilizing a private offering memorandum.
The notes, any shares of Redfin overall stock issuable upon conversion of the notes and any shares of Redfin overall stock issuable in reference to any repurchases of the 2023 notes have no longer been registered under the Act, or any enlighten securities prison pointers, and could presumably maybe no longer be equipped or sold in the united states absent registration or an acceptable exemption from such registration requirements.
Forward-Having a ogle Statements
This press commence comprises forward-wanting statements interior the that system of federal securities prison pointers including, statements touching on to the timing of the proposed offering, the proposed repurchases of the 2023 notes, anticipated actions of holders of the 2023 notes that take part in the level to repurchases and anticipated use of proceeds from the proposed offering. We agree with our expectations connected to these forward-wanting statements are cheap, however loyal outcomes also can flip out to be materially heaps of.
Factors that also can space off loyal outcomes to alter materially from the forward-wanting statements on this press commence consist of prevailing market prerequisites, the affect of unparalleled financial, industry or political prerequisites in the united states or internationally and the affect of COVID-19. Extra factors consist of those identified under the heading “Threat Factors” in our annual document for the year ended December 31, 2019 , as supplemented by our quarterly document for the quarter ended June 30, 2020 , every of that will most certainly be found in on our Investor Household web place at http://customers.
redfin.com and on the SEC web place at www.sec.gov .
All forward-wanting statements mirror our beliefs and assumptions most appealing as of the date of this press commence. We undertake no obligation to update forward-wanting statements to mirror future events or conditions.
Redfin is a technology-powered residential actual estate company, redefining actual estate in the patron’s desire in a price-pushed industry.
We attain this by integrating every step of the residence procuring and selling direction of and pairing our possess brokers with our possess technology, increasing a provider that is faster, better and costs less. We provide brokerage, iBuying, mortgage, and title companies, and we moreover trek the country’s #1 actual estate brokerage search place, offering a bunch of on-line tools to customers, including the Redfin Estimate. We characterize of us procuring and selling properties in over ninety markets in the united states.