Enovix Announces Pricing of $150.0 Million Offering of 3.00% Convertible Senior Notes Due 2028
Enovix Corporation (NASDAQ: ENVX) has announced the pricing of $150 million in 3.00% Convertible Senior Notes due 2028 as part of a private placement under Rule 144A. An entity affiliated with chairman Thurman J. Rodgers and another affiliated with John Doerr will each purchase $10 million of the Notes. Proceeds from the Notes, alongside a previously announced $70 million non-dilutive financing, aim to fund the establishment of four production lines, forecasted to produce between 38 million and 75 million batteries annually to meet demand in IoT, Mobile, and Computing markets.
Enovix expects net proceeds of approximately $133.9 million, which will be utilized for manufacturing expansions and working capital. The Notes are convertible under specific conditions and carry a conversion price of approximately $15.61 per share, representing a 15% premium over the last closing price.
- Issuing $150 million in Convertible Senior Notes to fund expansion.
- Expected production capacity of 38 million to 75 million batteries annually.
- $70 million non-dilutive financing further supports growth plans.
- Convertible Notes provide financial flexibility with a competitive conversion price.
- 3.00% interest on Notes may add long-term financial obligations.
- Potential dilution of approximately 7% to existing shareholders.
FREMONT, Calif., April 18, 2023 (GLOBE NEWSWIRE) -- Enovix Corporation (“Enovix”) (NASDAQ: ENVX), an advanced silicon battery company, today announced the pricing of
An entity affiliated with Thurman J. Rodgers, Chairman of Enovix, has agreed to purchase
“We are thrilled with the sale of these notes,” said Dr. Raj Talluri, President and CEO of Enovix. “We believe the proceeds from these notes, together with the previously announced
In connection with the Offering, Enovix granted the initial purchasers of the Notes an option to purchase, within a 13-day period beginning on, and including, the date on which the Notes are first issued, up to an additional
The Notes will be general unsecured obligations of Enovix and will accrue interest payable semiannually in arrears on May 1 and November 1 of each year, beginning on November 1, 2023, at a rate of
Enovix estimates that the net proceeds from the Offering will be approximately
The Notes will be convertible at the option of the holders in certain circumstances. The Notes will be convertible into cash, shares of Enovix’s common stock or a combination of cash and shares of Enovix’s common stock, at Enovix’s election. The initial conversion rate is 64.08 shares of Enovix’s common stock per
Enovix may not redeem the Notes prior to May 6, 2026. Enovix may redeem for cash all or any portion of the Notes (subject to certain limitations), at its option, on or after May 6, 2026, if a certain liquidity condition has been satisfied and the last reported sale price of Enovix’s common stock has been at least
If Enovix undergoes a “fundamental change,” then, subject to certain conditions and limited exceptions, holders may require Enovix to repurchase for cash all or any portion of their Notes in principal amounts of
In connection with the pricing of the Notes, Enovix entered into capped call transactions with certain of the initial purchasers or affiliates thereof and other financial institutions (the “Option Counterparties”). The capped call transactions cover, subject to customary adjustments, the number of shares of Enovix’s common stock initially underlying the Notes (including the Affiliate Notes). The capped call transactions are expected generally to reduce the potential dilution to Enovix’s common stock upon any conversion of Notes and/or offset any cash payments Enovix is required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap.
The cap price of the capped call transactions relating to the Notes will initially be approximately
In connection with establishing their initial hedges of the capped call transactions, Enovix expects the Option Counterparties or their respective affiliates will enter into various derivative transactions with respect to Enovix’s common stock and/or purchase shares of Enovix’s common stock concurrently with or shortly after the pricing of the Notes, including with, or from, as the case may be, certain investors in the Notes. This activity could increase (or reduce the size of any decrease in) the market price of Enovix’s common stock or the trading price of the Notes at that time.
In addition, the Option Counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to Enovix’s common stock and/or purchasing or selling Enovix’s common stock or other securities of Enovix in secondary market transactions following the pricing of the Notes and prior to the maturity of the Notes (and are likely to do so during the 40 trading day period beginning on the 41st scheduled trading day prior to the maturity date of the Notes, or, to the extent Enovix exercises the relevant election under the capped call transactions, following any repurchase, redemption or conversion of the Notes). This activity could also cause or avoid an increase or a decrease in the market price of Enovix’s common stock or the Notes which could affect a noteholder’s ability to convert the Notes and, to the extent the activity occurs during any observation period related to a conversion of Notes, this could affect the number of shares, if any, and value of the consideration that a noteholder will receive upon conversion of its Notes.
The Notes sold in the Offering were only offered to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A promulgated under the Securities Act by means of a private offering memorandum. The Notes and any shares of Enovix’s common stock potentially issuable upon conversion of the Notes have not been and will not be registered under the Securities Act, any state securities laws or the securities laws of any other jurisdiction, and unless so registered, may not be offered or sold in the United States 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.
This press release is neither an offer to sell nor a solicitation of an offer to buy any of these securities nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification thereof under the securities laws of any such state or jurisdiction.
Forward-Looking Statements
This press release contains forward-looking statements including statements concerning the timing and completion of the Offering of the Notes and the sale of the Affiliate Notes and the capped call transactions; the anticipated use of proceeds from the Offering and sale of the Affiliate Notes; the size, terms, timing and ability to consummate the
About Enovix
Enovix is on a mission to power the technologies of the future. Everything from IoT, mobile and computing devices, to the vehicle you drive, needs a better battery. The company’s disruptive architecture enables a battery with high energy density and capacity without compromising safety. Enovix is scaling its silicon-anode, lithium-ion battery manufacturing capabilities to meet customer demand.
For investor and media inquiries, please contact:
Enovix Corporation
Charles Anderson
Phone: +1 (612) 229-9729
Email: canderson@enovix.com
Or
The Blueshirt Group
Gary Dvorchak, CFA
Phone: (323) 240-5796
Email: gary@blueshirtgroup.com
For media inquiries, please contact:
Enovix Corporation
Kristin Atkins
Phone: +1 (650) 815-6934
Email: katkins@enovix.com
Source: Enovix Corporation
FAQ
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