SGH exchanges $150M of 2.25% notes for 2.000% notes due 2029; repurchases 325K shares

Penguin Solutions, Inc.

Exchanged $150M aggregate principal of existing 2.25% convert notes due 2026 for $150M of new 2.000% notes due 2029 plus ~$15.6M cash premium.
Repurchased ~325,000 ordinary shares at $16.65/share for ~$5.4M in connection with the exchange offering.
New notes have conversion price of ~$21.23 per share (27.5% premium over last sale); capped call cap price of $29.1375.
After exchange, $100M of old notes remain outstanding; SGH will not receive cash proceeds from the new notes.
Entered into new capped call transactions to reduce dilution upon conversion; terminated portion of existing capped calls.

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