Guess to issue $375M in convertible notes due 2028

Guess "announced that it has entered into separate, privately negotiated exchange and subscription agreements with a limited number of holders of its 2.00% convertible senior notes due 2024 and certain other investors, in each case pursuant to exemptions from registration under the Securities Act of 1933, as amended. Pursuant to the Exchange and Subscription Agreements, the Company will exchange approximately $184.9 million in aggregate principal amount of the Existing Convertible Notes for approximately $161.4 million in aggregate principal amount of new 3.75% convertible senior notes due 2028 and an aggregate of approximately $33.3 million in cash, representing accrued and unpaid interest and other consideration on the Existing Convertible Notes. The Company will also issue New Convertible Notes in a private placement for the issuance in the Transactions of $275.0 million in aggregate principal amount of New Convertible Notes. The Transactions are expected to settle on or about April 17, 2023, subject to customary closing conditions. Upon completion of the Transactions, the aggregate principal amount of the Existing Convertible Notes outstanding will be approximately $115.0 million, and the aggregate principal amount of the New Convertible Notes outstanding will be $275.0 million."