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Yahoo
30-05-2025
- Business
- Yahoo
Hims & Hers vs. Amwell: Which Telehealth Stock Is the Better Buy?
Virtual healthcare services, or telehealth, are rapidly becoming a standard of care in the expanding digital healthcare space. This is bringing a new class of tech-driven innovators to the forefront. Hims & Hers Health, Inc. HIMS and American Well Corporation AMWL, popularly known as Amwell, stand out as emerging players in the rapidly evolving medical consultations and digital health solutions space, catering to the growing demand for accessible healthcare. Hims & Hers is a consumer-first platform transforming the way customers fulfill their health and wellness needs, while Amwell partners with healthcare providers to deliver telehealth solutions. With both companies showing promise, the question arises: which stock is the better buy at this moment? Let's delve deeper. HIMS (up 35.1%) has outperformed AMWL (down 22.3%) over the past three months. In the past year, Hims & Hers has rallied 183% against Amwell's decline of 20.3%. Image Source: Zacks Investment Research Meanwhile, HIMS is trading at a forward 12-month price-to-sales (P/S) ratio of 4.6X, above its median of 2.3X over the past three years. AMWL's forward sales multiple sits at 0.4X, below its last three-year median of 1.3X. While AMWL appears cheap when compared with the Medical sector average of 2.4X, HIMS seems to be expensive. Currently, both Hims & Hers and Amwell stocks have a Value Score of C. Image Source: Zacks Investment Research HIMS is pursuing a roadmap of rapid specialty expansion into new conditions that can be treated safely and effectively via telehealth, require ongoing and recurring customer relationships, and for which generic medication has been established as an effective means of treatment. Promising future care areas for Hims & Hers include sleep disorders and hypertension, which align with its current business model and are prevalent among its customers. The strength of the Hims & Hers brand provides numerous opportunities to partner with and offer new solutions to help transform existing healthcare stakeholders. Last month, the company announced a long-term collaboration with Novo Nordisk to make obesity care and treatments more accessible, affordable and connected. Recently, HIMS launched six-month Wegovy access at $549/month, aiming to expand affordable obesity care with holistic weight loss solutions. More than 65% of new subscribers in 2024 benefited from personalized products. The platform's proprietary MedMatch AI tool aids in customizing treatment plans by considering factors like side effects and efficacy. Last month, Hims & Hers announced the appointment of Mo Elshenawy as the company's new Chief Technology Officer. The appointment is expected to aid HIMS in accelerating its vision to build the next-generation healthcare platform, powered by AI and designed to deliver deeply personalized, accessible care at scale. Amwell's platform enables clients to leverage their own provider networks to treat their patients and members using virtual and digital modalities across the care continuum. Client providers utilize its enterprise platform and software solutions to address their patients' needs, from primary care to chronic care management to specialty care. Amwell's Converge platform digitally enables care across all modalities — in-person, virtual and automated — through a single, unified system. It is interoperable with EHRs like Epic and Oracle Health, supports custom workflows and facilitates seamless care transitions, making it highly adaptable for large, complex health systems. The Amwell Medical Group ensures nationwide clinical coverage with around 1,000 active behavioral health providers, supporting clients during off-hours or in underserved areas. Additionally, partnerships with renowned organizations like the Cleveland Clinic (for second opinions) and Hello Heart (for cardiometabolic care) extend Amwell's offerings beyond core telehealth to specialized digital care solutions. The Zacks Consensus Estimate for HIMS' 2025 earnings per share suggests a 166.7% improvement from 2024. Image Source: Zacks Investment Research The Zacks Consensus Estimate for AMWL's 2025 loss per share implies an improvement of 49.7% from 2024. Image Source: Zacks Investment Research Based on short-term price targets offered by 15 analysts, the average price target for Hims & Hers comes to $43.00, implying a decline of 17.9% from the last close. Image Source: Zacks Investment Research Based on short-term price targets offered by seven analysts, the average price target for Amwell comes to $10.00, implying an increase of 44.7% from the last close. Image Source: Zacks Investment Research While both Hims & Hers and Amwell are promising players in the digital health space, HIMS, a Zacks Rank #2 (Buy) stock, presents a more stable and financially sound investment opportunity at this stage. With strong profitability and margins along with consistently growing user engagement, Hims & Hers offers a capital-efficient model that generates substantial free cash flow and delivers steady returns. Amwell, a Zacks Rank #3 (Hold) stock, is rapidly growing and expanding its clinical footprint. The company, together with its Leidos partners, advanced its progress in the staged launch of its full solution across the Military Health System. AMWL also made significant progress in its revenue quality and cost alignment measures. For investors seeking lower execution risk, financial predictability and a proven track record, Hims & Hers emerges as a more compelling choice. You can see the complete list of today's Zacks Rank #1 (Strong Buy) stocks here. Want the latest recommendations from Zacks Investment Research? Today, you can download 7 Best Stocks for the Next 30 Days. Click to get this free report American Well Corporation (AMWL) : Free Stock Analysis Report Hims & Hers Health, Inc. (HIMS) : Free Stock Analysis Report This article originally published on Zacks Investment Research ( Zacks Investment Research 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
Yahoo
22-05-2025
- Business
- Yahoo
Hims & Hers Health, Inc. Prices Upsized $870.0 Million Convertible Senior Notes Offering to Accelerate Global Expansion and Utilization of AI in Healthcare
Proceeds intended to support Hims & Hers' global expansion through organic growth and strategic acquisitions, while also fueling deeper investment in AI, diagnostics, and personalized treatments to scale access and meet rising demand for high-quality, personalized care SAN FRANCISCO, May 09, 2025--(BUSINESS WIRE)--Hims & Hers Health, Inc. ("Hims & Hers" or the "Company", NYSE: HIMS) today announced the pricing of its offering of $870,000,000 aggregate principal amount of 0.00% convertible senior notes due 2030 (the "notes") in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). The offering size was increased from the previously announced offering size of $450 million aggregate principal amount of notes. The issuance and sale of the notes are scheduled to settle on May 13, 2025, subject to customary closing conditions. Hims & Hers also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date the notes are first issued, up to an additional $130,000,000 aggregate principal amount of notes. Hims & Hers intends to use proceeds from the offering for general corporate purposes, including accelerating global expansion through both organic growth and strategic acquisitions. Hims & Hers has no definitive agreements for any material acquisitions at this time. The funds will also support the technology team, led by newly appointed CTO Mo Elshenawy, to expand the Company's data pipeline, develop AI tools, and advance personalized treatments to enhance the consumer healthcare experience. In addition, a portion of the net proceeds will be used to fund the cost of entering into the capped call transactions described below. If the initial purchasers exercise their option to purchase additional notes, a portion of the additional proceeds will also be used to fund the cost of entering into the related capped call transactions. The notes will be senior, unsecured obligations of Hims & Hers. The notes will not bear regular interest, and the principal amount of the notes will not accrete. The notes will mature on May 15, 2030, unless earlier repurchased, redeemed or converted. Before November 15, 2029, noteholders will have the right to convert their notes only upon the occurrence of certain events. From and after November 15, 2029, noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Hims & Hers will settle conversions by paying or delivering, as applicable, cash, shares of its Class A common stock or a combination of cash and shares of its Class A common stock, at the Company's option. The initial conversion rate is 14.1493 shares of Class A common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $70.67 per share of Class A common stock. The initial conversion price represents a premium of approximately 37.5% over the last reported sale price of $51.40 per share of the Company's Class A common stock on May 8, 2025. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events. The notes will be redeemable, in whole or in part (subject to certain limitations), for cash at the Company's option at any time, and from time to time, on or after May 19, 2028 and on or before the 25th scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company's Class A common stock exceeds 130% of the conversion price for a specified period of time and certain other conditions are satisfied. The redemption price will be equal to the principal amount of the notes to be redeemed, plus accrued and unpaid special and additional interest, if any, to, but excluding, the redemption date. If a "fundamental change" (as defined in the indenture for the notes) occurs, then, subject to a limited exception, noteholders may require Hims & Hers to repurchase their notes for cash. The repurchase price will be equal to the principal amount of the notes to be repurchased, plus accrued and unpaid special and additional interest, if any, to, but excluding, the applicable repurchase date. Hims & Hers estimates that the net proceeds from the offering will be approximately $842.7 million (or approximately $968.8 million if the initial purchasers fully exercise their option to purchase additional notes), after deducting the initial purchasers' discounts and commissions and the Company's estimated offering expenses. Hims & Hers intends to use approximately $41.6 million of the net proceeds to fund the cost of entering into the capped call transactions described below. In connection with the pricing of the notes, Hims & Hers entered into privately negotiated capped call transactions with one or more of the initial purchasers or their affiliates and/or one or more other financial institutions (the "option counterparties"). The capped call transactions are expected generally to reduce the potential dilution to the Company's Class A common stock upon any conversion of the notes and/or offset any potential cash payments Hims & Hers is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap. The cap price of the capped call transactions will initially be $89.95 per share, which represents a premium of 75.0% over the last reported sale price of the Company's Class A common stock of $51.40 per share on May 8, 2025, and is subject to certain adjustments under the terms of the capped call transactions. If the initial purchasers exercise their option to purchase additional notes, then Hims & Hers expects to enter into additional capped call transactions with the option counterparties. In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates expect to enter into various derivative transactions with respect to the Company's Class A common stock and/or purchase shares of the Company's Class A common stock concurrently with or shortly after the pricing of the notes. This activity could increase (or reduce the size of any decrease in) the market price of the Company's Class A common stock or the notes at that time. In addition, the option counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to the Company's Class A common stock and/or purchasing or selling the Company's Class A common stock or other securities of Hims & Hers in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and are likely to do so (x) during any observation period related to a conversion of notes or following any repurchase of notes by Hims & Hers in connection with any redemption or fundamental change or (y) following any other repurchase of notes by the Company if the Company elects to unwind a corresponding portion of the capped call transactions in connection with such repurchase). This activity could also cause or avoid an increase or decrease in the market price of the Company's Class A common stock or the notes, which could affect the ability to convert the notes, and, to the extent the activity occurs during any observation period related to a conversion of notes, it could affect the number of shares and value of the consideration that noteholders will receive upon conversion of the notes. The offer and sale of the notes and any shares of Class A common stock issuable upon conversion of the notes have not been, and will not be, registered under the Securities Act or any other securities laws, and the notes and any such shares cannot be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, the notes or any shares of Class A common stock issuable upon conversion of the notes, nor will there be any sale of the notes or any such shares, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful. About Hims & Hers Hims & Hers is the leading health and wellness platform on a mission to help the world feel great through the power of better health. Forward-Looking Statements Except for historical information, certain statements in this press release, including statements regarding the completion of the offering, the expected amount and intended use of the net proceeds and the effects of entering into the capped call transactions described above, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, and are subject to risks, uncertainties and assumptions about Hims & Hers and its business, including, without limitation, risks and uncertainties related to market conditions, the satisfaction of the closing conditions related to the offering and risks relating to the Company's business. Hims & Hers may not consummate the offering described in this press release and, if the offering is consummated, cannot provide any assurances regarding its ability to effectively apply the net proceeds as described above. The forward-looking statements included in this press release speak only as of the date of this press release, and Hims & Hers does not undertake to update the statements included in this press release for subsequent developments, except as may be required by law. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the Company's business in general, please refer to the "Risk Factors" section in the Company's most recently filed Quarterly Report on Form 10-Q and its most recently filed Annual Report on Form 10-K. View source version on Contacts Investor Relations Bill NewbyInvestors@ Media Relations Abby ReisingerPress@
Yahoo
17-05-2025
- Business
- Yahoo
Hims & Hers Health (NYSE:HIMS) Sees 140% Stock Price Surge Over Past Month
Hims & Hers Health recently saw a significant stock price increase, jumping 140% over the past month. This rise coincided with key executive appointments, including Mo Elshenawy as Chief Technology Officer and Nader Kabbani as Chief Operations Officer, both bringing substantial experience to their roles. Additionally, a strong earnings report with Q1 sales nearly doubling year-over-year likely supported investor confidence. The new collaboration with Novo Nordisk to enhance obesity care aligns with their growth strategy. Even as the market climbed 5% recently, these internal developments may have amplified investor enthusiasm beyond broader market trends. Be aware that Hims & Hers Health is showing 2 warning signs in our investment analysis. Uncover 16 companies that survived and thrived after COVID and have the right ingredients to survive Trump's tariffs. The recent executive appointments at Hims & Hers Health coupled with the positive earnings report and innovative collaborations are shaping a promising narrative for potential growth. The increased focus on personalized telehealth offerings, aligning with these leadership changes, could drive revenue growth. The acquisition of facilities aimed at diversified treatment options suggests a proactive approach to enhancing healthcare services, potentially uplifting both revenue and earnings forecasts. Enhanced AI and technology investments further signal a push for improved diagnostic capabilities and increased market entrenchment. For context, Hims & Hers Health's total returns over the past three years display a very large increase of 1741.88%. This long-term performance outpaces broader market trends and underscores the company's growth trajectory. When comparing to performance metrics over the past year, Hims & Hers Health's returns surpassed the average return of the US Healthcare industry, indicating robust growth dynamics. While the current share price has seen an impressive climb of 140% recently, it is still trading at a discount of 17.6% relative to the analyst consensus price target of US$42.53. This suggests potential room for further price appreciation if the company's growth initiatives successfully translate into improved revenue, earnings, and market share. Ultimately, the ongoing developments create potential for Hims & Hers Health to continue its substantial trajectory, focusing on expanding its telehealth platform and maximizing market opportunities within a competitive landscape. According our valuation report, there's an indication that Hims & Hers Health's share price might be on the expensive side. This article by Simply Wall St is general in nature. We provide commentary based on historical data and analyst forecasts only using an unbiased methodology and our articles are not intended to be financial advice. It does not constitute a recommendation to buy or sell any stock, and does not take account of your objectives, or your financial situation. We aim to bring you long-term focused analysis driven by fundamental data. Note that our analysis may not factor in the latest price-sensitive company announcements or qualitative material. Simply Wall St has no position in any stocks mentioned. Companies discussed in this article include NYSE:HIMS. This article was originally published by Simply Wall St. Have feedback on this article? Concerned about the content? with us directly. Alternatively, email editorial-team@
Business Wire
09-05-2025
- Business
- Business Wire
Hims & Hers Health, Inc. Prices Upsized $870.0 Million Convertible Senior Notes Offering to Accelerate Global Expansion and Utilization of AI in Healthcare
SAN FRANCISCO--(BUSINESS WIRE)--Hims & Hers Health, Inc. ('Hims & Hers' or the 'Company', NYSE: HIMS) today announced the pricing of its offering of $870,000,000 aggregate principal amount of 0.00% convertible senior notes due 2030 (the 'notes') in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the 'Securities Act'). The offering size was increased from the previously announced offering size of $450 million aggregate principal amount of notes. The issuance and sale of the notes are scheduled to settle on May 13, 2025, subject to customary closing conditions. Hims & Hers also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date the notes are first issued, up to an additional $130,000,000 aggregate principal amount of notes. Hims & Hers intends to use proceeds from the offering for general corporate purposes, including accelerating global expansion through both organic growth and strategic acquisitions. Hims & Hers has no definitive agreements for any material acquisitions at this time. The funds will also support the technology team, led by newly appointed CTO Mo Elshenawy, to expand the Company's data pipeline, develop AI tools, and advance personalized treatments to enhance the consumer healthcare experience. In addition, a portion of the net proceeds will be used to fund the cost of entering into the capped call transactions described below. If the initial purchasers exercise their option to purchase additional notes, a portion of the additional proceeds will also be used to fund the cost of entering into the related capped call transactions. The notes will be senior, unsecured obligations of Hims & Hers. The notes will not bear regular interest, and the principal amount of the notes will not accrete. The notes will mature on May 15, 2030, unless earlier repurchased, redeemed or converted. Before November 15, 2029, noteholders will have the right to convert their notes only upon the occurrence of certain events. From and after November 15, 2029, noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Hims & Hers will settle conversions by paying or delivering, as applicable, cash, shares of its Class A common stock or a combination of cash and shares of its Class A common stock, at the Company's option. The initial conversion rate is 14.1493 shares of Class A common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $70.67 per share of Class A common stock. The initial conversion price represents a premium of approximately 37.5% over the last reported sale price of $51.40 per share of the Company's Class A common stock on May 8, 2025. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events. The notes will be redeemable, in whole or in part (subject to certain limitations), for cash at the Company's option at any time, and from time to time, on or after May 19, 2028 and on or before the 25th scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company's Class A common stock exceeds 130% of the conversion price for a specified period of time and certain other conditions are satisfied. The redemption price will be equal to the principal amount of the notes to be redeemed, plus accrued and unpaid special and additional interest, if any, to, but excluding, the redemption date. If a 'fundamental change' (as defined in the indenture for the notes) occurs, then, subject to a limited exception, noteholders may require Hims & Hers to repurchase their notes for cash. The repurchase price will be equal to the principal amount of the notes to be repurchased, plus accrued and unpaid special and additional interest, if any, to, but excluding, the applicable repurchase date. Hims & Hers estimates that the net proceeds from the offering will be approximately $842.7 million (or approximately $968.8 million if the initial purchasers fully exercise their option to purchase additional notes), after deducting the initial purchasers' discounts and commissions and the Company's estimated offering expenses. Hims & Hers intends to use approximately $41.6 million of the net proceeds to fund the cost of entering into the capped call transactions described below. In connection with the pricing of the notes, Hims & Hers entered into privately negotiated capped call transactions with one or more of the initial purchasers or their affiliates and/or one or more other financial institutions (the 'option counterparties'). The capped call transactions are expected generally to reduce the potential dilution to the Company's Class A common stock upon any conversion of the notes and/or offset any potential cash payments Hims & Hers is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap. The cap price of the capped call transactions will initially be $89.95 per share, which represents a premium of 75.0% over the last reported sale price of the Company's Class A common stock of $51.40 per share on May 8, 2025, and is subject to certain adjustments under the terms of the capped call transactions. If the initial purchasers exercise their option to purchase additional notes, then Hims & Hers expects to enter into additional capped call transactions with the option counterparties. In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates expect to enter into various derivative transactions with respect to the Company's Class A common stock and/or purchase shares of the Company's Class A common stock concurrently with or shortly after the pricing of the notes. This activity could increase (or reduce the size of any decrease in) the market price of the Company's Class A common stock or the notes at that time. In addition, the option counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to the Company's Class A common stock and/or purchasing or selling the Company's Class A common stock or other securities of Hims & Hers in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and are likely to do so (x) during any observation period related to a conversion of notes or following any repurchase of notes by Hims & Hers in connection with any redemption or fundamental change or (y) following any other repurchase of notes by the Company if the Company elects to unwind a corresponding portion of the capped call transactions in connection with such repurchase). This activity could also cause or avoid an increase or decrease in the market price of the Company's Class A common stock or the notes, which could affect the ability to convert the notes, and, to the extent the activity occurs during any observation period related to a conversion of notes, it could affect the number of shares and value of the consideration that noteholders will receive upon conversion of the notes. The offer and sale of the notes and any shares of Class A common stock issuable upon conversion of the notes have not been, and will not be, registered under the Securities Act or any other securities laws, and the notes and any such shares cannot be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, the notes or any shares of Class A common stock issuable upon conversion of the notes, nor will there be any sale of the notes or any such shares, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful. About Hims & Hers Hims & Hers is the leading health and wellness platform on a mission to help the world feel great through the power of better health. Forward-Looking Statements Except for historical information, certain statements in this press release, including statements regarding the completion of the offering, the expected amount and intended use of the net proceeds and the effects of entering into the capped call transactions described above, are 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995, and are subject to risks, uncertainties and assumptions about Hims & Hers and its business, including, without limitation, risks and uncertainties related to market conditions, the satisfaction of the closing conditions related to the offering and risks relating to the Company's business. Hims & Hers may not consummate the offering described in this press release and, if the offering is consummated, cannot provide any assurances regarding its ability to effectively apply the net proceeds as described above. The forward-looking statements included in this press release speak only as of the date of this press release, and Hims & Hers does not undertake to update the statements included in this press release for subsequent developments, except as may be required by law. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the Company's business in general, please refer to the 'Risk Factors' section in the Company's most recently filed Quarterly Report on Form 10-Q and its most recently filed Annual Report on Form 10-K.
Yahoo
08-05-2025
- Business
- Yahoo
Hims & Hers Health, Inc. Announces Proposed Convertible Senior Notes Offering to Accelerate Global Expansion and Utilization of AI in Healthcare
Proceeds intended to support Hims & Hers' global expansion through organic growth and strategic acquisitions, while also fueling deeper investment in AI, diagnostics, and personalized treatments to scale access and meet rising demand for high-quality, personalized care SAN FRANCISCO, May 08, 2025--(BUSINESS WIRE)--Hims & Hers Health, Inc. ("Hims & Hers" or the "Company", NYSE: HIMS) today announced its intention to offer, subject to market and other conditions, $450 million aggregate principal amount of convertible senior notes due 2030 (the "notes") in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). Hims & Hers also expects to grant the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date the notes are first issued, up to an additional $67.5 million aggregate principal amount of notes. Hims & Hers intends to use proceeds from the offering for general corporate purposes, including accelerating global expansion through both organic growth and strategic acquisitions. Hims & Hers has no definitive agreements for any material acquisitions at this time. The funds will also support the technology team, led by newly appointed CTO Mo Elshenawy, to expand the Company's data pipeline, develop AI tools, and advance personalized treatments to enhance the consumer healthcare experience. In addition, a portion of the net proceeds will be used to fund the cost of entering into the capped call transactions described below. If the initial purchasers exercise their option to purchase additional notes, a portion of the additional proceeds will also be used to fund the cost of entering into the related capped call transactions. The notes will be senior, unsecured obligations of Hims & Hers, will accrue interest payable semi-annually in arrears and will mature on May 15, 2030, unless earlier repurchased, redeemed or converted. Noteholders will have the right to convert their notes in certain circumstances and during specified periods. Hims & Hers will settle conversions by paying or delivering, as applicable, cash, shares of its Class A common stock or a combination of cash and shares of its Class A common stock, at the Company's election. The notes will be redeemable, in whole or in part (subject to certain limitations), for cash at the Company's option at any time, and from time to time, on or after May 19, 2028 and on or before the 25th scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company's Class A common stock exceeds 130% of the conversion price for a specified period of time and certain other conditions are satisfied. The redemption price will be equal to the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If certain corporate events that constitute a "fundamental change" occur, then, subject to a limited exception, noteholders may require Hims & Hers to repurchase their notes for cash. The repurchase price will be equal to the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the applicable repurchase date. The interest rate, initial conversion rate and other terms of the notes will be determined at the pricing of the offering. In connection with the pricing of the notes, Hims & Hers expects to enter into privately negotiated capped call transactions with one or more of the initial purchasers or their affiliates and/or one or more other financial institutions (the "option counterparties"). The capped call transactions are expected generally to reduce the potential dilution to the Company's Class A common stock upon any conversion of the notes and/or offset any potential cash payments Hims & Hers is required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap. If the initial purchasers exercise their option to purchase additional notes, then Hims & Hers expects to enter into additional capped call transactions with the option counterparties. In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates expect to enter into various derivative transactions with respect to the Company's Class A common stock and/or purchase shares of the Company's Class A common stock concurrently with or shortly after the pricing of the notes. This activity could increase (or reduce the size of any decrease in) the market price of the Company's Class A common stock or the notes at that time. In addition, the option counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to the Company's Class A common stock and/or purchasing or selling the Company's Hers's Class A common stock or other securities of Hims & Hers in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and are likely to do so (x) during any observation period related to a conversion of notes or following any repurchase of notes by Hims & Hers in connection with any redemption or fundamental change or (y) following any other repurchase of notes by the Company if the Company elects to unwind a corresponding portion of the capped call transactions in connection with such repurchase). This activity could also cause or avoid an increase or decrease in the market price of the Company's Class A common stock or the notes, which could affect the ability to convert the notes, and, to the extent the activity occurs during any observation period related to a conversion of notes, it could affect the number of shares and value of the consideration that noteholders will receive upon conversion of the notes. The offer and sale of the notes and any shares of Class A common stock issuable upon conversion of the notes have not been, and will not be, registered under the Securities Act or any other securities laws, and the notes and any such shares cannot be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any other applicable securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, the notes or any shares of Class A common stock issuable upon conversion of the notes, nor will there be any sale of the notes or any such shares, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful. About Hims & Hers Hims & Hers is the leading health and wellness platform on a mission to help the world feel great through the power of better health. Forward-Looking Statements Except for historical information, certain statements in this press release, including statements regarding the anticipated terms of the notes being offered, the completion, timing and size of the proposed offering, the intended use of the proceeds and the anticipated terms of, and the effects of entering into, the capped call transactions described above, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, and are subject to risks, uncertainties and assumptions about Hims & Hers and its business, including, without limitation, risks and uncertainties related to market conditions, including market interest rates, the trading price and volatility of the Company's Class A common stock and risks relating to the Company's business. Hims & Hers 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. The forward-looking statements included in this press release speak only as of the date of this press release, and Hims & Hers does not undertake to update the statements included in this press release for subsequent developments, except as may be required by law. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the Company's business in general, please refer to the "Risk Factors" section in the Company's most recently filed Quarterly Report on Form 10-Q and its most recently filed Annual Report on Form 10-K. View source version on Contacts Investor Relations Bill NewbyInvestors@ Media Relations Farshad ShadlooPress@
