Securities Act

Spotify Prices $1,300.0 Million Exchangeable Senior Notes Offering

Friday, February 26, 2021 - 11:00am

Spotify Technology S.A. (Spotify) (NYSE: SPOT) today announced that on February 25, 2021, its indirect subsidiary, Spotify USA Inc. (Spotify USA), priced its offering of $1,300,000,000 aggregate principal amount of 0% exchangeable senior notes due 2026 (the notes) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the Securities Act).

Key Points: 
  • Spotify Technology S.A. (Spotify) (NYSE: SPOT) today announced that on February 25, 2021, its indirect subsidiary, Spotify USA Inc. (Spotify USA), priced its offering of $1,300,000,000 aggregate principal amount of 0% exchangeable senior notes due 2026 (the notes) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the Securities Act).
  • The notes will be fully and unconditionally guaranteed, on a senior, unsecured basis, by Spotify.
  • Spotify USA will settle exchanges by paying or delivering, as applicable, cash, ordinary shares of Spotify or a combination of cash and ordinary shares of Spotify, at Spotify USAs election.
  • Spotify USA estimates that the net proceeds from the offering will be approximately $1,281 million (or approximately $1,479 million if the initial purchasers fully exercise their option to purchase additional notes), after deducting the initial purchasers discounts and commissions and estimated offering expenses.

Poly Announces Pricing of Its Senior Notes Offering

Thursday, February 25, 2021 - 11:21pm

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

Key Points: 
  • This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
  • Such forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from the forward-looking statements.
  • We do not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise.
  • View original content to download multimedia: http://www.prnewswire.com/news-releases/poly-announces-pricing-of-its-se...

Bespoke Extracts Announces Closing of $500,000 Private Placement

Thursday, February 25, 2021 - 5:36pm

The securities sold by the Company in the private placement were not registered under the Securities Act of 1933, as amended (the "Securities Act"), and were sold in reliance upon an exemption from the registration requirements of the Securities Act.

Key Points: 
  • The securities sold by the Company in the private placement were not registered under the Securities Act of 1933, as amended (the "Securities Act"), and were sold in reliance upon an exemption from the registration requirements of the Securities Act.
  • At Bespoke Extracts, we believe in the power of the individual.
  • Please consult your health care professional about potential interactions or other possible complications before using any Bespoke Extract product.
  • Bespoke Extracts, Inc. shall not be held liable for any medical claims made by customer testimonials.

LMP Announces $20 Million Private Placement of Series A Convertible Preferred Stock

Thursday, February 25, 2021 - 12:25am

LMP will issue and sell 20,100 shares of a newly created series of Series A Convertible Preferred Stock (the Preferred Stock) in a privately negotiated transaction exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act), and the rules and regulations promulgated thereunder.

Key Points: 
  • LMP will issue and sell 20,100 shares of a newly created series of Series A Convertible Preferred Stock (the Preferred Stock) in a privately negotiated transaction exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act), and the rules and regulations promulgated thereunder.
  • The Preferred Stock will be convertible into shares of LMPs common stock at an initial conversion price of $17.50 per share.
  • The Investors will also receive warrants (the Warrants) to purchase 861,429 shares of LMPs common stock at an exercise price of $21.00 per share.
  • You are cautioned not to place undue reliance on forward-looking statements, which reflect expectations only as of this date.

Spotify Announces Proposed Exchangeable Senior Notes Offering

Wednesday, February 24, 2021 - 9:05pm

Spotify Technology S.A. (Spotify) (NYSE: SPOT) today announced that its indirect subsidiary, Spotify USA Inc. (Spotify USA), intends to offer, subject to market and other conditions, $1,300,000,000 aggregate principal amount of exchangeable senior notes due 2026 (the notes) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the Securities Act).

Key Points: 
  • Spotify Technology S.A. (Spotify) (NYSE: SPOT) today announced that its indirect subsidiary, Spotify USA Inc. (Spotify USA), intends to offer, subject to market and other conditions, $1,300,000,000 aggregate principal amount of exchangeable senior notes due 2026 (the notes) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the Securities Act).
  • The notes will be fully and unconditionally guaranteed, on a senior, unsecured basis, by Spotify.
  • Spotify USA will settle exchanges by paying or delivering, as applicable, cash, ordinary shares of Spotify or a combination of cash and ordinary shares of Spotify, at Spotify USAs election.
  • Spotify USA may not consummate the proposed offering described in this press release and, if the proposed offering is consummated, cannot provide any assurances regarding the final terms of the offering or the notes or its ability to effectively apply the net proceeds as described above.

TriNet Announces Pricing of a Private Offering of $500 Million of Senior Notes due 2029

Tuesday, February 23, 2021 - 6:03pm

The offering is expected to close on February 26, 2021, subject to customary closing conditions.

Key Points: 
  • The offering is expected to close on February 26, 2021, subject to customary closing conditions.
  • The notes have not been and will not be registered under the Securities Act, or the securities laws of any other place.
  • Any offers of the notes will be made only by means of a private offering memorandum.
  • Such statements include plans regarding the offering and the receipt and use of the net proceeds from the offering.

Oatly Announces Submission of Confidential Draft Registration Statement for Proposed Initial Public Offering

Tuesday, February 23, 2021 - 11:00am

MALM, Sweden, Feb. 23, 2021 (GLOBE NEWSWIRE) -- Havre Global AB (parent company to Oatly AB, Oatly or the Company) announces it has confidentially submitted a draft Registration Statement on Form F-1 with the United States Securities and Exchange Commission (the SEC) relating to a proposed initial public offering of American Depositary Shares (ADSs) representing its ordinary shares in the United States.

Key Points: 
  • MALM, Sweden, Feb. 23, 2021 (GLOBE NEWSWIRE) -- Havre Global AB (parent company to Oatly AB, Oatly or the Company) announces it has confidentially submitted a draft Registration Statement on Form F-1 with the United States Securities and Exchange Commission (the SEC) relating to a proposed initial public offering of American Depositary Shares (ADSs) representing its ordinary shares in the United States.
  • The number of ADSs to be offered and the price range for the proposed offering have not yet been determined.
  • The initial public offering is expected to take place after the SEC completes its review process, subject to market and other conditions.
  • Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act.

Y-mAbs Therapeutics, Inc. Announces Closing of Public Offering and Full Exercise of the Underwriters’ Option to Purchase Additional Shares

Monday, February 22, 2021 - 9:01pm

All of the shares of common stock were offered by the Company.

Key Points: 
  • All of the shares of common stock were offered by the Company.
  • Y-mAbs common stock is listed on The Nasdaq Global Select Market under the ticker symbol "YMAB."
  • J.P. Morgan, Morgan Stanley and BofA Securities acted as the joint book-running managers for the offering.
  • The shares of common stock described above are being offered by Y-mAbs pursuant to its shelf registration statement on FormS-3 (Reg.

Poly Announces Proposed Senior Notes Offering

Monday, February 22, 2021 - 1:11pm

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

Key Points: 
  • This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
  • Such forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that may cause actual results to differ materially from the forward-looking statements.
  • We do not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise.
  • View original content to download multimedia: http://www.prnewswire.com/news-releases/poly-announces-proposed-senior-n...

Coeur Mining, Inc. to Offer Senior Notes

Monday, February 22, 2021 - 1:23pm

Coeur Mining, Inc. (the Company or Coeur) (NYSE: CDE) today announced its intention to offer (the Offering), subject to market and other conditions, $350,000,000 of Senior Notes due 2029 (the Notes).

Key Points: 
  • Coeur Mining, Inc. (the Company or Coeur) (NYSE: CDE) today announced its intention to offer (the Offering), subject to market and other conditions, $350,000,000 of Senior Notes due 2029 (the Notes).
  • The Company has not registered the Notes under the Securities Act or any state securities laws and will not register the Notes under the Securities Act or any state securities laws.
  • This news release shall not constitute an offer to sell or a solicitation of an offer to purchase the Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
  • Additionally, Coeur undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Coeur, its financial or operating results or its securities.