Knoll Announces a $164.0 Million Convertible Preferred Equity Investment by Investindustrial

Strengthens Knoll’s Balance Sheet, Enhancing Financial Flexibility and Liquidity

EAST GREENVILLE, Pa., June 23, 2020 (GLOBE NEWSWIRE) -- Knoll, Inc. (NYSE: KNL) today announced that an independently managed subsidiary of Investindustrial VII L.P. has agreed to purchase $164.0 million in newly issued convertible preferred stock of Knoll.

“We are pleased to have Investindustrial VII as a shareholder, fortifying our balance sheet and enhancing our ability to continue to execute our strategic plan in the face of an uncertain macroeconomic environment,” commented Andrew Cogan, Knoll Chairman and CEO. “I have had the pleasure of getting to know Investindustrial over the years and believe that they are the right investor for our company. I am confident that all of our stakeholders will benefit from their long-term investment in Knoll as well as their commitment to the design space globally.”

Andrea C. Bonomi, Chairman of the Investindustrial Industrial Advisory Board, noted, “We are excited to invest in Knoll and its strong management team as they continue to develop their constellation of design-driven brands. We believe Knoll has the opportunity to capitalize on the increasing importance of design in the way we live and work, and continue to create value over the long-term.”

Transaction terms follow:

• $164.0 million of convertible, perpetual preferred stock, which will be convertible into shares of Knoll, Inc.
  common stock at an initial conversion price of $16.75 per share, a 45% premium to Knoll’s thirty-trading day volume-weighted average price.
• The preferred stock carries a 4.50% dividend, which will be payable at Knoll’s option in cash or in-kind for the first 2 years and payable in cash thereafter.

Knoll expects to use the net proceeds from the transaction for general corporate purposes, including to reduce outstanding borrowings under its credit facility. In addition, Knoll expects to appoint a director nominated by Investindustrial to its board at the closing of this transaction.

The transaction is subject to customary closing conditions, including anti-trust review.

Additional information regarding the transaction is included in a Form 8-K that will be filed later today by Knoll with the Securities and Exchange Commission.

BofA Securities acted as Knoll’s financial advisor and Sullivan & Cromwell LLP acted as legal advisor. J.P. Morgan acted as Investindustrial’s financial advisor and Wachtell, Lipton, Rosen & Katz acted as legal advisor.