AEO exchanges $60.8M of 2025 convertible notes for common stock

AMERICAN EAGLE OUTFITTERS INC

$60.8M principal of 3.75% Convertible Senior Notes due 2025 exchanged for shares; number based on VWAP starting Dec 6, 2022.
After exchange, ~$9M of the notes remain outstanding; company receives no cash proceeds.
Accrued interest paid in cash; shares issued without restrictive legends under Section 4(a)(2).
J. Wood Capital Advisors acted as placement agent; transaction structured as private placement.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

AMERICAN EAGLE OUTFITTERS INC entered into Exchange Agreements with certain holders valued at approximately $60.8 million (effective 2022-12-05).

Action: entry
Agreement: notes offering
Counterparty: certain holders
Value: approximately $60.8 million
Effective: 2022-12-05

Exact text from the filing

On December 5, 2022, American Eagle Outfitters, Inc. (the “Company”) entered into separate privately negotiated exchange agreements (the “Exchange Agreements” and each, an “Exchange Agreement”) with certain holders (the “Noteholders”) of its 3.75% Convertible Senior Notes due 2025 (the “2025 Notes”).

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AMERICAN EAGLE OUTFITTERS INC filing history →

Source: SEC EDGAR

accession 0001193125-22-298910

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