Shift4 Payments Announces Upsizing and Pricing of Offering of $550.0 Million of Convertible Notes Offering
Shift4 Payments (NYSE: FOUR) announced an upsize in its offering of 0.50% convertible senior notes, raising the total to $550 million from the initial $500 million. The notes will mature on August 1, 2027, with an interest rate of 0.50%, payable semi-annually. The conversion price is set at approximately $122.66 per share, representing a 42.5% premium over previous offerings. Shift4 will utilize the proceeds for general corporate purposes, including potential acquisitions. Notably, the company will not pursue a previously announced public stock offering.
- Upsized offering to $550 million from $500 million enhances liquidity.
- Low interest rate of 0.50% may support favorable financing conditions.
- Potential for strategic acquisitions with net proceeds utilization.
- Cancellation of the proposed public offering may limit stock liquidity.
- Conversion price represents a premium, which could deter some investors.
Shift4 Payments, Inc. (“Shift4”) (NYSE: FOUR), a leading independent provider of integrated payment processing and technology solutions, today announced that it has upsized and priced an offering of
The Notes will be senior, unsecured obligations of Shift4. The Notes will bear interest at a rate of
The Notes will be redeemable, in whole or in part, for cash at Shift4’s option at any time, and from time to time, on or after August 6, 2024 and on or before the 40th scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of Shift4’s Class A common stock exceeds
If certain events that constitute a “fundamental change” occur, then, subject to a limited exception, noteholders may require Shift4 to repurchase their Notes at a cash repurchase price equal to the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the applicable repurchase date.
Shift4 intends to use the net proceeds of the offering for general corporate purposes, which may include acquisitions or investments.
Shift4 also announced that it and certain selling stockholders have determined to not pursue the previously announced proposed public offering of Class A common stock.
The offer and sale of the Notes and any shares of Class A common stock issuable upon conversion of the Notes have not been, and will not, be registered under the Securities Act or any other securities laws, and the Notes and any such shares cannot be offered or sold except to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A under the Securities Act.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, the Notes or any shares of Class A common stock issuable upon conversion of the Notes, nor shall there be any sale of the Notes or any such shares, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers of the Notes will be made only by means of a private offering memorandum.
There can be no assurances that the offering of the Notes will be completed as described herein or at all.
About Shift4 Payments:
Shift4 Payments (NYSE: FOUR) is a leading independent provider of integrated payment processing and technology solutions, delivering a complete ecosystem of solutions that extend beyond payments to include a wide range of value-added services. The company’s technologies help power over 350 software providers in numerous industries, including hospitality, retail, F&B, e-commerce, lodging, gaming, and many more. With over 7,000 sales partners, the company securely processed more than 3.5 billion transactions annually for over 200,000 businesses in 2019.
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