Cracker Barrel issues $345M of 1.75% convertible notes due 2030; repurchases $150M of 2026 notes

CRACKER BARREL OLD COUNTRY STORE, INC

Issued $345M aggregate principal of 1.75% Convertible Senior Notes due 2030; initial conversion price ~$72.23/share (32.5% premium).
Net proceeds ~$333.9M; used $145.9M to repurchase $150M of outstanding 0.625% 2026 notes in concurrent privately negotiated transactions.
Entered into capped call transactions with initial strike ~$72.23 and cap ~$87.22 to offset potential dilution upon conversion.
Partially unwound existing convertible note hedge and warrant transactions related to the repurchased 2026 notes.
Remaining net proceeds to be used for general corporate purposes, including possible repayment under revolving credit facility.

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