Bloomin’ Brands, Inc. Announces Pricing of $200 Million Private Offering of Convertible Senior Notes Due 2025
Bloomin’ Brands, Inc. (Nasdaq: BLMN) today announced the pricing on May 5, 2020 of its offering of $200 million aggregate principal amount of 5.00% convertible senior notes due 2025 (the “notes”) in a private offering only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Bloomin’ Brands also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date notes are first issued, up to an additional $30 million aggregate principal amount of notes in the private placement. The issuance and sale of the notes is scheduled to settle on or about May 8, 2020, subject to customary closing conditions.
The notes will be senior, unsecured obligations of Bloomin’ Brands and will accrue interest at a rate of 5.00% per annum, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2020. The notes will mature on May 1, 2025, unless earlier repurchased, redeemed or converted. The notes will be convertible by the noteholders prior to the close of business on the business day immediately preceding November 1, 2024 only under certain circumstances and during certain periods, and irrespective of those circumstances, will be convertible by the noteholders on or after November 1, 2024 until the close of business on the second scheduled trading day immediately preceding May 1, 2025. The initial conversion rate will be 84.1220 shares of Bloomin’ Brands’ common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $11.89 per share of Bloomin’ Brands’ common stock, which represents a premium of approximately 25% over the last reported sale price of $9.51 per share of Bloomin’ Brands’ common stock on May 5, 2020), subject to adjustment in certain circumstances. Upon conversion, the notes may be settled, at Bloomin’ Brands’ election, in cash, shares of Bloomin’ Brands’ common stock or a combination of cash and shares of Bloomin’ Brands’ common stock.
The notes will also be redeemable, in whole or in part, for cash at Bloomin’ Brands’ option at any time, and from time to time, on or after May 1, 2023 in certain circumstances at a redemption price equal to the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, in certain limited circumstances, noteholders may require Bloomin’ Brands to repurchase their notes for cash for a repurchase price equal to the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the applicable repurchase date.
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