LCI Industries Announces Pricing of Offering of $400 Million Aggregate Principal Amount of 1.125% Convertible Senior Notes - Seite 2

The conversion rate will initially be 6.0369 shares of the Company’s common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $165.65 per share of the Company’s common stock), subject to adjustment. The initial conversion price of the notes represents a premium of approximately 27.5% over the $129.92 per share closing price of the Company’s common stock on May 10, 2021. The sale of the notes is expected to close on May 13, 2021, subject to customary closing conditions.

In connection with the pricing of the notes, the Company entered into privately negotiated convertible note hedge transactions with one or more financial institutions, including one or more of the initial purchasers or their respective affiliates (the “option counterparties”). These transactions cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock that will initially underlie the notes, and are expected generally to reduce the potential equity dilution, and/or offset any cash payments the Company is required to make in excess of the principal amount due, as the case may be, upon conversion of the notes.

The Company also entered into separate, privately negotiated warrant transactions with the option counterparties at a higher strike price relating to the same number of shares of the Company’s common stock, subject to customary anti-dilution adjustments, pursuant to which the Company will sell warrants to the option counterparties. The warrants could have a dilutive effect on the Company’s outstanding common stock and the Company’s earnings per share to the extent that the market price per share of the Company’s common stock exceeds the applicable strike price of those warrants. The strike price of the warrants will initially be $259.84 per share, which represents a premium of 100% over the per share closing price of the Company’s common stock on May 10, 2021, and is subject to certain adjustments under the terms of the warrant transactions.

If the initial purchasers exercise their option to purchase additional notes, the Company expects to enter into additional convertible note hedge transactions and additional warrant transactions with the option counterparties, which will initially cover the number of shares of the Company’s common stock that will initially underlie the additional notes sold to the initial purchasers.