LMAT · Lemaitre Vascular Inc · Debt

On December 16, 2024 LeMaitre Vascular, Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with certain initial purchasers (the “Initial Purchasers”) agreeing, subject to customary conditions, to issue and sell $150 million principal amount of the Company’s 2.50% Convertible Senior Notes due 2030 (the “Notes”) to the Initial Purchasers. In addition, pursuant to the Purchase Agreement, the Company granted the Initial Purchasers 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 $22.5 million principal amount of Notes. The issuance of $172,500,000 of Notes was completed on December 19, 2024, which included the issuance of $22.5 million principal amount of Notes pursuant to the full exercise by the initial purchasers of their option to purchase additional Notes.

Issuer evidence: On December 16, 2024 LeMaitre Vascular, Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with certain initial purchasers (the “Initial Purchasers”) agreeing, subject to customary conditions, to issue and sell $150 million principal amount of the Company’s 2.50% Convertible Senior Notes due 2030 (the “Notes”) to the Initial Purchasers. In addition, pursuant to the Purchase Agreement, the Company granted the Initial Purchasers 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 $22.5 million principal amount of Notes. The issuance of $172,500,000 of Notes was completed on December 19, 2024, which included the issuance of $22.5 million principal amount of Notes pursuant to the full exercise by the initial purchasers of their option to purchase additional Notes.

Supporting evidence: The Notes will accrue interest at a rate of 2.50% per annum, payable semi-annually in arrears on August 1 and February 1 of each year, beginning on August 1, 2025. The Notes will mature on February 1, 2030, unless earlier repurchased, redeemed or converted. Before August 1, 2029, noteholders will have the right to convert their Notes only upon the occurrence of certain events. From and after August 1, 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. The Company will settle conversions of the notes by paying or delivering, as applicable, cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock, at the Company’s election. The initial conversion rate is 8.3521 shares of common stock per $1,000 principal amount of Notes, which represents an initial conversion price of approximately $119.73 per share of common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.

Supporting evidence: The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of December 19, 2024, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”). A copy of the Indenture is filed as Exhibit 4.1, and a copy of the form of the certificate representing the Notes is filed as Exhibit 4.2 to this Current Report on Form 8-K, each of which is incorporated herein by reference.

Supporting evidence: On December 16, 2024 LeMaitre Vascular, Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”) with certain initial purchasers (the “Initial Purchasers”) agreeing, subject to customary conditions, to issue and sell $150 million principal amount of the Company’s 2.50% Convertible Senior Notes due 2030 (the “Notes”) to the Initial Purchasers. In addition, pursuant to the Purchase Agreement, the Company granted the Initial Purchasers 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 $22.5 million principal amount of Notes. The issuance of $172,500,000 of Notes was completed on December 19, 2024, which included the issuance of $22.5 million principal amount of Notes pursuant to the full exercise by the initial purchasers of their option to purchase additional Notes.