Zip holds liability management exercises for A$330 million convertible notes due 2028

By Wendy Van Sickle

Columbus, Ohio, June 8 – Zip Co. Ltd. began a proposed liability management exercise through a concurrent conversion invitation and consent solicitation for holders of its A$330 million outstanding zero-coupon senior convertible notes due 2028 (ISIN: XS2330529905), according to a news release.

Conversion invitation

Zip proposes to invite eligible existing noteholders to convert their existing notes into Zip ordinary shares at a conversion price of A$12.0576 per share and receive a cash amount that in total will be up to A$17.4 million.

Zip will determine allocations in its sole discretion.

Goldman Sachs Australia Pty Ltd. is the dealer manager.

The expected closing is 12:01 a.m. ET on June 9.

Consent solicitation

Under a concurrent consent solicitation, Zip is asking holders to approve some amendments to the terms and conditions of the existing notes.

The early bird deadline for the consent solicitation is 12:01 a.m. ET on June 9.

A first meeting of noteholders to vote on the consent solicitation, if the amendments are not passed by electronic voting, will be held on June 30.

If the amendments are not passed at the first meeting, a second will be held on July 14.

An early bird fee of a total of $2.1 million, payable to noteholders representing up to 75% of the outstanding notes that vote in favor of the consent solicitation before the irrevocable undertaking voting deadline on June 19 is planned from proceeds of any equity raising.

Zip is a Sydney, Australia-based financial technology company.

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