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The capped call transactions are expected generally to reduce the potential dilution to Shift’s Class A common stock upon any conversion of notes and/or offset any potential cash payments Shift is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to cap. The capped call transactions will cover, subject to anti-dilution adjustments substantially similar to those applicable to the notes, the number of shares of Shift’s Class A common stock that will initially underlie the notes. In connection with the pricing of the notes, Shift expects to enter into privately negotiated capped call transactions with one or more of the initial purchasers of the notes and/or their affiliates or other financial institutions (the "capped call counterparties"). The interest rate, initial conversion rate and other terms of the notes are to be determined upon pricing of the offering. The notes will be convertible into cash, shares of Shift's Class A common stock, or a combination thereof, at Shift's election. The notes will be senior unsecured obligations of Shift, and interest will be payable semi-annually in arrears. Shift also expects to grant the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date the notes are first issued, up to an additional $11.25 million aggregate principal amount of the notes. (NASDAQ: SFT) today announced its intention to offer, subject to market conditions and other factors, $75,000,000 aggregate principal amount of convertible senior notes due 2026 (the "notes") in a private offering only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Act"). All rights reserved.SAN FRANCISCO, (GLOBE NEWSWIRE) - Shift Technologies, Inc. Prices and configurations may vary.ĬOPYRIGHT: © 2022 Dell Inc. Other trademarks are for informational purposes only and may be trademarks of their respective owners.ĪWARDS & REVIEWS: ‘Awards & Reviews’ content as seen on this site may be sourced from publications around the globe. AMD, the AMD Arrow logo, ATI, the ATI logo, AMD Athlon, AMD Turion, Radeon and combinations thereof are trademarks of Advanced Micro Devices, Inc. © 2022 NVIDIA, the NVIDIA logo, GeForce, GeForce RTX, GeForce MAX-Q, GRID, SHIELD, Battery Boost, CUDA, FXAA, GameStream, G-Sync, NVLINK, ShadowPlay, SLI, TXAA, PhysX, GeForce Experience, GeForce NOW, Maxwell, Pascal and Turing are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. Smart Selection orders are subjected to Dell’s Standard Terms and Conditions of Sale that are available at TRADEMARKS: Celeron, Intel, the Intel logo, Intel Atom, Intel Core, Intel Inside, the Intel Inside logo, Intel vPro, Intel Evo, Intel Optane, Intel Xeon Phi, Iris, Itanium, MAX, Pentium, and Xeon are trademarks of Intel Corporation or its subsidiaries.
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