Carriage Services Announces Closing of Exchange of Approximately $115 Million of Its 2.75% Convertible Subordinated Notes Due...
May 08 2018 - 3:30PM
Carriage Services, Inc. (NYSE:CSV) (“Carriage Services” or the
“Company”) today announced that on May 7, 2018 it closed its
previously announced exchange of approximately $115 million in
aggregate principal amount of its 2.75% Convertible Subordinated
Notes due 2021 for an aggregate of (i) 2,822,859 newly-issued
shares of the Company’s common stock, plus (ii) approximately $75.2
million in cash pursuant to privately-negotiated exchange
agreements with a limited number of holders of the convertible
notes. The cash portion of the exchange consideration was funded
from the Company’s existing revolving credit agreement. Following
the settlement of the exchanges, the aggregate principal amount of
the Company’s 2.75% Convertible Subordinated Senior Notes due 2021
outstanding was reduced to approximately $29 million.
Mel Payne, Carriage’s Chief Executive Officer,
stated, “The exchanges we closed yesterday for approximately $115
million of our convertible notes are important steps towards our
goal of a simpler, longer term and less leveraged capital
structure. We were able to reduce our Total Debt to Adjusted
Consolidated EBITDA leverage ratio and begin a trend toward our
total leverage policy range of 4.0 to 4.5 times Adjusted
Consolidated EBITDA. We believe that this results in a
stronger and more flexible financial profile, which improves our
ability to execute on our Ten Year Vision of partnering with the
best remaining independent funeral home and cemetery businesses in
the country.
In order to facilitate a portion of the
privately negotiated exchanges, we issued approximately 2.8 million
shares of Carriage common stock to note holders, which represents a
6.6% increase in diluted shares outstanding compared to the first
quarter of 2014, immediately following the issuance of the
convertible notes.”
This announcement does not constitute an offer
to sell, or a solicitation of an offer to buy, any security and
shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offering would be unlawful. The
exchanges were exempt from registration under Section 4(a)(2) of
the Securities Act of 1933, as amended.
About Carriage Services
Carriage Services is a leading provider of
deathcare services and merchandise in the United States. Carriage
operates 178 funeral homes in 29 states and 32 cemeteries in 11
states.
Certain statements made herein or elsewhere by,
or on behalf of, the Company that are not historical facts are
intended to be forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. These
statements are based on assumptions that the Company believes are
reasonable; however, many important factors, as discussed under
“Forward-Looking Statements and Cautionary Statements” in the
Company’s Annual Report on Form 10-K for the year ended December
31, 2017, could cause the Company’s results in the future to differ
materially from the forward-looking statements made herein and in
any other documents or oral presentations made by, or on behalf of,
the Company. The Company assumes no obligation to update or
publicly release any revisions to forward-looking statements made
herein or any other forward-looking statements made by, or on
behalf of, the Company. A copy of the Company's Annual Report on
Form 10-K, and other information about the Company and news
releases, are available at http://www.carriageservices.com.
Source: Carriage Services, Inc.
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