indie Semiconductor, Inc. (INDI): debt financing — Indie Semiconductor prices $140M (upsized to $160M) 4.5% convertible notes due 2027

indie Semiconductor, Inc.

Initial $140M notes priced at 4.5% due 2027; initial purchasers exercised option for additional $20M, total $160M.
Conversion price $8.65/share, ~30% premium over $6.655 close on Nov 16, 2022.
Concurrent repurchase of ~1.1M shares for ~$7.4M from an initial purchaser.
Net proceeds ~$135M (full exercise ~$154.5M); used for share repurchases, general corporate, and potential acquisitions.
Purchasers include Soros Fund Management, Lord Abbett, and Polar Capital.

item 1.01 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

indie Semiconductor, Inc. incurred convertible notes of $160,000,000 with Goldman Sachs & Co. LLC, as representative of the initial purchasers at 4.500% maturing November 15, 2027.

Instrument: convertible notes
Principal: $160,000,000
Counterparty: Goldman Sachs & Co. LLC, as representative of the initial purchasers
Rate: 4.500%
Maturity: November 15, 2027
Event: incurrence

Exact text from the filing

On November 17, 2022, the Initial Purchasers exercised the Option in full, bringing the total aggregate principal amount for the Notes to $160,000,000.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

indie Semiconductor, Inc. entered into Purchase Agreement with Goldman Sachs & Co. LLC valued at $160,000,000 aggregate principal amount of 4.500% Convertible Senior Notes due 2027 (effective 2022-11-16).

Action: entry
Agreement: notes offering
Counterparty: Goldman Sachs & Co. LLC
Value: $160,000,000 aggregate principal amount of 4.500% Convertible Senior Notes due 2027
Effective: 2022-11-16

Exact text from the filing

On November 16, 2022, indie Semiconductor, Inc. (the “ Company ”) entered into a purchase agreement (the “ Purchase Agreement ”) with Goldman Sachs & Co. LLC, as representative of the initial purchasers (collectively the “ Initial Purchasers ”), pursuant to which the Company agreed to sell $140,000,000 aggregate principal amount of 4.500% Convertible Senior Notes due 2027 (the “ Initial Notes ”). The Company also agreed to grant an option, exercisable within the 30-day period immediately following the date of the Purchase Agreement (the “ Option ”) to the Initial Purchasers to purchase all or part of an additional $20,000,000 aggregate principal amount of 4.500% Convertible Senior Notes due 2027 (the “ Additional Notes ” and, together with the Initial Notes, the “ Notes ”). On November 17, 2022, the Initial Purchasers exercised the Option in full, bringing the total aggregate principal amount for the Notes to $160,000,000.

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indie Semiconductor, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-22-074282

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