Latest news with #2026Notes
Associated Press
3 days ago
- Business
- Associated Press
DEADLINE NEXT WEEK: Berger Montague Advises BigBear.ai Holdings (NYSE: BBAI) Investors to Contact the Firm Before June 10, 2025
PHILADELPHIA, June 04, 2025 (GLOBE NEWSWIRE) -- Berger Montague PC advises investors that a securities class action lawsuit has been filed against Holdings, Inc. ('BigBear' or the 'Company') (NYSE: BBAI) on behalf of purchasers of BigBear securities between March 31, 2022 through March 25, 2025, inclusive (the 'Class Period'). Investor Deadline: Investors who purchased or acquired BigBear securities during the Class Period may, no later than JUNE 10, 2025 , seek to be appointed as a lead plaintiff representative of the learn your rights,CLICK HERE. BigBear, headquartered in McLean, VA, is an AI-driven technology company offering national security, supply chain management, and digital identity and biometrics solutions. In June 2021, Holdings entered into a business combination with GigCapital4, Inc., a special purpose acquisition company. After the business combination was consummated on December 7, 2021, BigBear issued $200 million of convertible notes with a maturity date of December 15, 2026. The complaint alleges that, throughout the Class Period, Defendants failed to disclose that: (i) BigBear maintained deficient accounting review policies; (ii) the Company incorrectly determined that the conversion option within the 2026 Notes qualified for the derivative scope exception under Accounting Standards Codification ('ASC') 815-40 and failed to bifurcate the conversion option as required by ASC 815-15; (iii) thus, BigBear had improperly accounted for the 2026 Notes. On March 18, 2025, BigBear disclosed that certain financial statements since fiscal year 2021 should no longer be relied upon and would be restated, in particular with respect to the accounting treatment of the Company's 2026 Notes. On this news, BigBear's stock price fell $0.52 per share, or 14.9%, to close at $2.97 per share on March 18, 2025. Then, on March 25, 2025, BigBear filed its 2024 10-K, disclosing that a 'conversion option embedded within the 2026 Notes was incorrectly deemed to be eligible for a scope exception from the bifurcation requirements of ASC 815-15….' As a result, the Company's financial statements were restated. The Company further disclosed that it had identified a material weakness in its internal control over financial reporting – specifically, that BigBear had not 'consistently executed [its] technical accounting review policies' with respect to certain non-routine, unusual, or complex transactions.' On this news, BigBear's stock price fell $0.32 per share, or 9.11%, to close at $3.19 per share on March 26, 2025. To learn your rights or for more information,CLICK HEREor please contact Berger Montague: Andrew Abramowitz at[email protected]or (215) 875-3015, or Peter Hamner at[email protected]. A lead plaintiff is a representative party who acts on behalf of all class members in directing the litigation. The lead plaintiff is usually the investor or small group of investors who have the largest financial interest and who are also adequate and typical of the proposed class of investors. The lead plaintiff selects counsel to represent the lead plaintiff and the class and these attorneys, if approved by the court, are lead or class counsel. Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff. Communicating with any counsel is not necessary to participate or share in any recovery achieved in this case. Any member of the purported class may move the Court to serve as a lead plaintiff through counsel of his/her choice, or may choose to do nothing and remain an inactive class member. Berger Montague, with offices in Philadelphia, Minneapolis, Delaware, Washington, D.C., San Diego, San Francisco and Chicago, has been a pioneer in securities class action litigation since its founding in 1970. Berger Montague has represented individual and institutional investors for over five decades and serves as lead counsel in courts throughout the United States. Contact: Andrew Abramowitz, Senior Counsel Berger Montague (215) 875-3015 [email protected] Peter Hamner Berger Montague PC [email protected]
Associated Press
5 days ago
- Business
- Associated Press
Porch Group Repurchases Additional $8.9m Unsecured 2026 Notes for $8.5m of Cash
SEATTLE--(BUSINESS WIRE)--Jun 2, 2025-- Porch Group, Inc. ('Porch Group,' 'Porch' or 'the Company') (NASDAQ: PRCH), a new kind of homeowners insurance company, today announced the repurchase of an additional $8.9 million of its 0.75% Senior Unsecured Convertible Notes due September 2026 ('2026 Notes'). As previously disclosed, the board of directors has authorized management to repurchase the remaining $29 million of 2026 Notes in cash in the open market or through privately negotiated transactions. On May 29, 2025, the Company repurchased $8.89 million of 2026 Notes for approximately $8.46 million of cash, or 95% of par, in a privately negotiated transaction. The remaining $21 million of 2026 Notes is expected to be retired using balance sheet cash. This press release shall not constitute an offer to purchase or a solicitation of an offer to sell the 2026 Notes, or any other securities, and will not constitute an offer, solicitation or purchase in any state or jurisdiction in which such an offer, solicitation or purchase would be unlawful. About Porch Group Porch Group, Inc. is a new kind of homeowners insurance company. Porch's strategy to win in homeowners insurance is to deploy leading vertical software solutions in select home-related industries, provide the best services for homebuyers including important moving services, leverage unique data for advantaged underwriting, and provide more protection for policyholders. To learn more about Porch, visit Forward-Looking Statements Certain statements in this release may be considered 'forward-looking statements' within the meaning of the 'safe harbor' provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Porch Group's future financial or operating performance. For example, statements regarding the expected repurchase of additional 2026 Notes with balance sheet cash and achievement of future leverage targets or goals, and other statements herein of management's beliefs, intentions or goals, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as 'may,' 'should,' 'expect,' 'intend,' 'will,' 'estimate,' 'anticipate,' 'believe,' 'predict,' 'potential,' 'target,' or 'continue,' or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Porch and its management at the time they are made, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to, the risks and uncertainties described in the 'Risk Factors' section of Porch's most recent Annual Report on Form 10-K for the year ended December 31, 2024 and subsequent reports filed with the Securities and Exchange Commission (the 'SEC'), all of which are available on the SEC's website at Nothing in this release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date of this release. Unless specifically indicated otherwise, the forward-looking statements in this release do not reflect the potential impact of any divestitures, mergers, acquisitions, or other business combinations that have not been completed as of the date of this release. Porch Group does not undertake any duty to update these forward-looking statements, whether as a result of changed circumstances, new information, future events or otherwise, except as may be required by law. View source version on CONTACT: Investor Relations Contact: [email protected] KEYWORD: WASHINGTON UNITED STATES NORTH AMERICA INDUSTRY KEYWORD: SOFTWARE CONSTRUCTION & PROPERTY INSURANCE DATA MANAGEMENT PROFESSIONAL SERVICES TECHNOLOGY APPS/APPLICATIONS RESIDENTIAL BUILDING & REAL ESTATE SOURCE: Porch Group, Inc. Copyright Business Wire 2025. PUB: 06/02/2025 09:00 AM/DISC: 06/02/2025 08:59 AM
Yahoo
29-05-2025
- Business
- Yahoo
Goodyear Announces Pricing Of $500 Million Of Senior Notes
AKRON, Ohio, May 29, 2025 /PRNewswire/ -- The Goodyear Tire & Rubber Company (NASDAQ: GT) ("Goodyear" or the "company") today announced that it has priced its offering of $500 million aggregate principal amount of 5-year senior notes (the "notes"). The notes will be senior unsecured obligations of the company. The notes will be offered to the public at a price of 100% of their principal amount and will bear interest at a rate of 6.625% per annum. Goodyear expects the offering to close on June 3, 2025, subject to customary closing conditions. Goodyear intends to use the net proceeds from this offering, together with its current cash and cash equivalents, to redeem in full the company's remaining 5.000% Senior Notes due 2026 (the "2026 Notes"). Currently, there is $900 million in aggregate principal amount of the 2026 Notes outstanding. On May 29, 2025, the company issued a notice of redemption to the holders of the 2026 Notes for $400 million of the 2026 Notes, which we intend to fund using a portion of the cash proceeds from the Dunlop brand disposition. The redemption date for the redemption of the $400 million of 2026 Notes is June 30, 2025. This press release does not constitute a notice of redemption under the optional redemption provisions of the indenture governing the 2026 Notes. Deutsche Bank Securities Inc.; BofA Securities, Inc.; BNP Paribas Securities Corp.; Citigroup Global Markets Inc.; Credit Agricole Securities (USA) Inc.; Fifth Third Securities, Inc.; Goldman Sachs & Co. LLC; J.P. Morgan Securities LLC; MUFG Securities Americas Inc.; PNC Capital Markets LLC; CIBC World Markets Corp.; and RBC Capital Markets, LLC are acting as the joint book-running managers for the offering. Capital One Securities, Inc.; Huntington Securities, Inc.; Regions Securities LLC; Santander US Capital Markets LLC; and Wedbush Securities Inc. are acting as senior co-managers for the offering. Citizens JMP Securities, LLC; HSBC Securities (USA) Inc.; KeyBanc Capital Markets Inc.; Standard Chartered Bank; U.S. Bancorp Investments, Inc.; and WauBank Securities LLC are acting as co-managers for the offering. The offering was made under an effective shelf registration statement that was filed with the U.S. Securities and Exchange Commission and became automatically effective on May 29, 2025 and as may be further amended from time to time. The offering of the notes may be made only by means of a prospectus supplement and accompanying prospectus, copies of which may be obtained from: Deutsche Bank Securities Goodyear Tire & Rubber CompanyAttn: Prospectus GroupInvestor Relations Department1 Columbus Circle200 Innovation WayNew York, New York 10019Akron, OH 44316Email: 330-796-3751This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Goodyear is one of the world's largest tire companies. It employs about 68,000 people and manufactures its products in 53 facilities in 20 countries around the world. Its two Innovation Centers in Akron, Ohio, and Colmar-Berg, Luxembourg, strive to develop state-of-the-art products and services that set the technology and performance standard for the industry. Certain information contained in this press release constitutes forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. There are a variety of factors, many of which are beyond our control, that affect our operations, performance, business strategy and results and could cause our actual results and experience to differ materially from the assumptions, expectations and objectives expressed in any forward-looking statements. These factors include, but are not limited to: our ability to implement successfully the Goodyear Forward plan and our other strategic initiatives, including the sale of our chemical business; risks relating to the ability to consummate the sale of our chemical business on a timely basis or at all, including failure to obtain the required regulatory approvals or to satisfy the other conditions to closing the transaction; actions and initiatives taken by both current and potential competitors; increases in the prices paid for raw materials and energy; inflationary cost pressures; delays or disruptions in our supply chain or the provision of services to us; a prolonged economic downturn or period of economic uncertainty; deteriorating economic conditions or an inability to access capital markets; a labor strike, work stoppage, labor shortage or other similar event; financial difficulties, work stoppages, labor shortages or supply disruptions at our suppliers or customers; the adequacy of our capital expenditures; changes in tariffs, trade agreements or trade restrictions; foreign currency translation and transaction risks; our failure to comply with a material covenant in our debt obligations; potential adverse consequences of litigation involving the company; as well as the effects of more general factors such as changes in general market, economic or political conditions or in legislation, regulation or public policy. Additional factors are discussed in our filings with the Securities and Exchange Commission, including our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. In addition, any forward-looking statements represent our estimates only as of today and should not be relied upon as representing our estimates as of any subsequent date. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change. View original content to download multimedia: SOURCE The Goodyear Tire & Rubber Company Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Business Wire
28-05-2025
- Business
- Business Wire
Porch Group Announces Closing of Transaction Retiring Majority of 2026 Unsecured Notes and Plans to Retire Additional Debt With Limited Anticipated Dilution to Stockholders
SEATTLE--(BUSINESS WIRE)--Porch Group, Inc. ('Porch Group,' 'Porch' or 'the Company') (NASDAQ: PRCH), a new kind of homeowners insurance company, today announced the completion of its previously announced refinancing transactions (the 'Refinancing Transactions'), retiring all but approximately $29 million of the Company's outstanding 0.75% Convertible Senior Unsecured Notes due 2026 (the '2026 Notes'). In addition, the Company announced that the board of directors has authorized management to repurchase up to the remaining $29 million of 2026 Notes in cash from time to time in the open market or through privately negotiated transactions. 'We are extremely pleased with the closing of these Refinancing Transactions, working towards our goal of 2-3x leverage while limiting shareholder dilution,' said Shawn Tabak, Porch Group CFO. 'This is a significant milestone for our Company that provides a clear path to repurchasing the remaining 2026 Notes and eliminates one of the key remaining risks for our shareholders, positioning our balance sheet for the next phase of growth.' Refinancing Transactions On May 27, 2025, Porch repurchased $144.3 million aggregate principal amount of the 2026 Notes and issued $134.0 million aggregate principal amount of newly issued 9.00% Convertible Senior Unsecured Notes due 2030 ('2030 Notes') in a private placement. The Company expects to use existing cash on the balance sheet along with approximately $4 million of additional cash raised in the Refinancing Transactions to retire the outstanding 2026 Notes. The 2030 Notes are convertible into cash, shares of common stock of the Company ('common stock'), or a combination thereof, at Porch's election, at an initial conversion price of approximately $15.72 (representing an approximately 60% premium to the volume weighted average price of Porch's common stock for the three trading days immediately following May 19, 2025). The 2030 Notes are also redeemable at the option of the Company on or after November 20, 2026, if the last reported sale price of Porch's common stock has been at least 20% higher than the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period. If Porch is able to exercise this redemption option on November 20, 2026, only three full semi-annual interest payments will have been paid prior to such redemption. Following closing of the Refinancing Transactions, Porch Group's outstanding debt now consists of: $29.4 million aggregate principal amount of 0.75% Convertible Senior Unsecured Notes due 2026, which the Company expects to settle prior to maturity with cash from its balance sheet and approximately $4 million of incremental capital resulting from this transaction; $333.3 million aggregate principal amount of 6.75% Convertible Senior Secured Notes due 2028 (which have a conversion price of approximately $25.00 per share); and $134.0 million aggregate principal amount of the 9.00% Convertible Senior Unsecured Notes due 2030, with an initial conversion price equal to approximately $15.72 per share, which equates to approximately 8.5 million shares as of closing. The Company intends to redeem the 2030 Notes, assuming Porch's stock price performs over the next 18 months as management expects. Goldman Sachs & Co. LLC served as exclusive placement agent for the 2030 Notes. Sidley Austin LLP acted as legal advisor to Porch Group. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the 2030 Notes, or any other securities, and will not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. About Porch Group Porch Group, Inc. ('Porch') is a new kind of homeowners insurance company. Porch's strategy to win in homeowners insurance is to deploy leading vertical software solutions in select home-related industries, provide the best services for homebuyers including important moving services, leverage unique data for advantaged underwriting, and provide more protection for policyholders. Forward-Looking Statements Certain statements in this release may be considered 'forward-looking statements' within the meaning of the 'safe harbor' provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Porch Group's future financial or operating performance. For example, statements regarding the expected repurchase of additional 2026 Notes with balance sheet cash and proceeds from Porch Group's recently completed Refinancing Transactions, the expected future redemption of the 2030 Notes (including the ability of Porch Group to exercise such redemption feature, the timing of any exercise thereof and dilutive impact to Porch Group stockholders), achievement of future leverage targets or goals, and other statements herein of management's beliefs, intentions or goals are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as 'may,' 'should,' 'expect,' 'intend,' 'will,' 'estimate,' 'anticipate,' 'believe,' 'predict,' 'potential,' 'target,' or 'continue,' or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Porch and its management at the time they are made, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: risks related to the Refinancing Transactions, including the effect of the capital markets on the Refinancing Transactions and our ability to satisfy the closing conditions to the Refinancing Transactions, and other risks and uncertainties described in the 'Risk Factors' section of Porch's most recent Annual Report on Form 10-K for the year ended December 31, 2024 and subsequent reports filed with the Securities and Exchange Commission (the 'SEC'), all of which are available on the SEC's website at Nothing in this release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date of this release. Unless specifically indicated otherwise, the forward-looking statements in this release do not reflect the potential impact of any divestitures, mergers, acquisitions, or other business combinations that have not been completed as of the date of this release. Porch Group does not undertake any duty to update these forward-looking statements, whether as a result of changed circumstances, new information, future events or otherwise, except as may be required by law.
Yahoo
28-05-2025
- Business
- Yahoo
Porch Group Announces Closing of Transaction Retiring Majority of 2026 Unsecured Notes and Plans to Retire Additional Debt With Limited Anticipated Dilution to Stockholders
Well positioned to address remaining $29 million of the 2026 notes with balance sheet cash and proceeds from the transaction SEATTLE, May 28, 2025--(BUSINESS WIRE)--Porch Group, Inc. ("Porch Group," "Porch" or "the Company") (NASDAQ: PRCH), a new kind of homeowners insurance company, today announced the completion of its previously announced refinancing transactions (the "Refinancing Transactions"), retiring all but approximately $29 million of the Company's outstanding 0.75% Convertible Senior Unsecured Notes due 2026 (the "2026 Notes"). In addition, the Company announced that the board of directors has authorized management to repurchase up to the remaining $29 million of 2026 Notes in cash from time to time in the open market or through privately negotiated transactions. "We are extremely pleased with the closing of these Refinancing Transactions, working towards our goal of 2-3x leverage while limiting shareholder dilution," said Shawn Tabak, Porch Group CFO. "This is a significant milestone for our Company that provides a clear path to repurchasing the remaining 2026 Notes and eliminates one of the key remaining risks for our shareholders, positioning our balance sheet for the next phase of growth." Refinancing Transactions On May 27, 2025, Porch repurchased $144.3 million aggregate principal amount of the 2026 Notes and issued $134.0 million aggregate principal amount of newly issued 9.00% Convertible Senior Unsecured Notes due 2030 ("2030 Notes") in a private placement. The Company expects to use existing cash on the balance sheet along with approximately $4 million of additional cash raised in the Refinancing Transactions to retire the outstanding 2026 Notes. The 2030 Notes are convertible into cash, shares of common stock of the Company ("common stock"), or a combination thereof, at Porch's election, at an initial conversion price of approximately $15.72 (representing an approximately 60% premium to the volume weighted average price of Porch's common stock for the three trading days immediately following May 19, 2025). The 2030 Notes are also redeemable at the option of the Company on or after November 20, 2026, if the last reported sale price of Porch's common stock has been at least 20% higher than the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period. If Porch is able to exercise this redemption option on November 20, 2026, only three full semi-annual interest payments will have been paid prior to such redemption. Following closing of the Refinancing Transactions, Porch Group's outstanding debt now consists of: $29.4 million aggregate principal amount of 0.75% Convertible Senior Unsecured Notes due 2026, which the Company expects to settle prior to maturity with cash from its balance sheet and approximately $4 million of incremental capital resulting from this transaction; $333.3 million aggregate principal amount of 6.75% Convertible Senior Secured Notes due 2028 (which have a conversion price of approximately $25.00 per share); and $134.0 million aggregate principal amount of the 9.00% Convertible Senior Unsecured Notes due 2030, with an initial conversion price equal to approximately $15.72 per share, which equates to approximately 8.5 million shares as of closing. The Company intends to redeem the 2030 Notes, assuming Porch's stock price performs over the next 18 months as management expects. Goldman Sachs & Co. LLC served as exclusive placement agent for the 2030 Notes. Sidley Austin LLP acted as legal advisor to Porch Group. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the 2030 Notes, or any other securities, and will not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. About Porch Group Porch Group, Inc. ("Porch") is a new kind of homeowners insurance company. Porch's strategy to win in homeowners insurance is to deploy leading vertical software solutions in select home-related industries, provide the best services for homebuyers including important moving services, leverage unique data for advantaged underwriting, and provide more protection for policyholders. Forward-Looking Statements Certain statements in this release may be considered "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Porch Group's future financial or operating performance. For example, statements regarding the expected repurchase of additional 2026 Notes with balance sheet cash and proceeds from Porch Group's recently completed Refinancing Transactions, the expected future redemption of the 2030 Notes (including the ability of Porch Group to exercise such redemption feature, the timing of any exercise thereof and dilutive impact to Porch Group stockholders), achievement of future leverage targets or goals, and other statements herein of management's beliefs, intentions or goals are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expect," "intend," "will," "estimate," "anticipate," "believe," "predict," "potential," "target," or "continue," or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Porch and its management at the time they are made, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: risks related to the Refinancing Transactions, including the effect of the capital markets on the Refinancing Transactions and our ability to satisfy the closing conditions to the Refinancing Transactions, and other risks and uncertainties described in the "Risk Factors" section of Porch's most recent Annual Report on Form 10-K for the year ended December 31, 2024 and subsequent reports filed with the Securities and Exchange Commission (the "SEC"), all of which are available on the SEC's website at Nothing in this release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date of this release. Unless specifically indicated otherwise, the forward-looking statements in this release do not reflect the potential impact of any divestitures, mergers, acquisitions, or other business combinations that have not been completed as of the date of this release. Porch Group does not undertake any duty to update these forward-looking statements, whether as a result of changed circumstances, new information, future events or otherwise, except as may be required by law. View source version on Contacts Investor Relations Contact: IR@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
