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PALO ALTO, Calif., May 2, 2019 (GLOBE NEWSWIRE) – Tesla, Inc. announced today the placement of $ 650 million of common shares and an aggregate principal of $ 1,350 million. dollars of senior convertible notes maturing in 2024 as part of registered IPOs. In addition, Tesla has granted the underwriters a 30-day option to purchase up to an additional 15% of each investment. Elon Musk, CEO of Tesla, will participate in this event by buying $ 10 million of common shares.
The aggregate gross proceeds of the investments, baduming the underwriters fully exercise their option to purchase additional securities, would be approximately $ 2.3 billion before discounts and fees. Tesla intends to use the net proceeds of the offers to further strengthen its balance sheet, as well as for the general needs of the company.
The Notes of this offering may be converted into cash and / or Tesla's common shares at Tesla's option. The interest rate, the conversion price and the other terms of the notes must be determined. With respect to the Notes, Tesla intends to enter into convertible note hedging transactions and to guarantee transactions to limit the dilution of its common shares. In connection with the initial hedging of convertible bonds and warrants, hedging counterparties or their affiliates expect to enter into various derivative transactions involving Tesla common shares at the same time. or shortly after the determination of the price of the notes, including with certain investors. in the notes.
Goldman Sachs & Co. LLC and Citigroup act as the leading joint supply management managers, with BofA Merrill Lynch, Deutsche Bank Securities, Morgan Stanley and Credit Suisse as additional managers, as well as Societe Generale and Wells Fargo Securities. acting as co-managers.
An effective registration statement relating to the Securities has been filed with the Securities and Exchange Commission on May 2, 2019. The offering of such securities will be made only by way of prospectus supplements and prospectus. who accompanies them. Copies of the Preliminary Prospectus Supplements and accompanying Prospectus may be obtained from (i) Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, Telephone: 866 -471-2526, fax: 212. -902-9316 or e-mail: [email protected] or (ii) Citigroup Global Markets Inc. c / o Broadridge Financial Solutions, 1155 Long Island Avenue , Edgewood, New York, 11717, phone: 800-831-9146.
This press release does not constitute an offer to sell or a solicitation of an offer to purchase. No sale of such securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the law. the securities laws of such a territory. The securities offered have not been approved or disapproved by any regulatory authority, and no such authority has been notified of the accuracy or adequacy of the disclosure statement. Registration, the prospectus contained therein or the prospectus supplements.
Forward-looking statements
Certain statements in this news release, including statements regarding the proposed public offerings of Common Shares and Notes, convertible note hedging and warrants, and Tesla's intended use of the proceeds of such offers. , constitute "forward-looking statements" that are subject to risks and uncertainties. These forward-looking statements are based on management's current expectations and, because of certain risks and uncertainties, actual events or results may differ materially from those contained in the forward-looking statements. Please refer to the S-3 registration statement filed with the SEC and to the prospectus and supplemental prospectus included or incorporated by reference, as well as other documents that Tesla files on a consolidated basis from time to time with of the SEC, in particular The latest annual report on Form 10-K and the quarterly report on Form 10-Q of Tesla. These documents contain and identify important factors that could cause a material difference between Tesla's actual results on a consolidated basis and those contained in Tesla's forward-looking statements. Tesla disclaims any obligation to update the information contained in these forward-looking statements.
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