SUNNYVALE, Calif., Jan. 3,
2018 /PRNewswire/ -- Accuray Incorporated (NASDAQ: ARAY)
has made an irrevocable Net Share Settlement Election with respect
to its 3.50% Series A Convertible Senior Notes due February 1, 2018 (the "Series A Notes") pursuant
to the indenture dated as of April 24, 2014 (the "Series A
Indenture"). The Specified Cash Amount for each $1,000 principal amount of Series A Notes
converted will be $1,000. As a
result, Accuray will pay cash up to $1,000 for each $1,000 principal amount of Series A Notes
converted and deliver shares of its common stock for the conversion
value, if any, in excess of $1,000
(other than cash in lieu of any fractional share).
The conversion value of any Series A Notes converted on or after
today will be determined based on the volume-weighted average price
of Accuray's common stock over a 15 business day period beginning
on, and including, January 8, 2018.
As of December 31, 2017,
approximately $26.6 million aggregate
principal amount of the Series A Notes were outstanding.
The current conversion rate for the Series A Notes is 187.6877
shares of Accuray common stock per $1,000 principal amount of such notes, which is
equivalent to a conversion price of approximately $5.33 per share.
Holders of the Series A Notes may convert their notes at any
time prior to close of business on the business day immediately
preceding February 1, 2018. Accuray will pay holders who do
not convert their Series A Notes principal plus accrued and unpaid
interest in cash on February 1, 2018.
Accuray had approximately $94
million of cash, cash equivalents, restricted cash and
investments at September 30,
2017. On December 21, 2017,
Accuray announced that it closed a new $40 million term
loan with MidCap Financial Trust while concurrently reducing the
borrowing facility under its existing revolving loan with MidCap
by $20 million. The term loan was put in place in part
to facilitate payment of the Series A Notes and the Company's 3.50%
Convertible Senior Notes due February 1,
2018 (the "2018 Notes").
Capitalized terms used but not defined in this press release
have the respective meanings set forth in the Series A
Indenture.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy the Series A Notes, the 2018 Notes,
Accuray common stock or any other securities, and shall not
constitute an offer, solicitation or sale in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful.
About Accuray
Accuray Incorporated (NASDAQ: ARAY) is a radiation oncology company
that develops, manufactures, and sells precise, innovative tumor
treatment solutions that set the standard of care with the aim of
helping patients live longer, better lives. The Company's
leading-edge technologies deliver the full range of radiation
therapy and radiosurgery treatments.
Safe Harbor Statement
Statements made in this press release that are not statements of
historical fact are forward-looking statements and are subject to
the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements in this press
release relate, but are not limited, to the settlement or repayment
of the Series A Notes and the 2018 Notes. These forward-looking
statements involve risks and uncertainties. If any of these risks
or uncertainties materialize, or if any of the Company's
assumptions prove incorrect, actual results could differ materially
from the results expressed or implied by these forward-looking
statements. These risks and uncertainties include, but are
not limited to, Accuray's ability to pay cash amounts due upon
conversion or otherwise at maturity of the Series A Notes and the
2018 Notes, the Company's ability to achieve widespread market
acceptance of its products, the Company's ability to effectively
manage its growth, the Company's ability to maintain or increase
its gross margins on product sales and services, the Company's
ability to meet the covenants under its credit facilities and such
other risks identified under the heading "Risk Factors" in the
Company's annual report on Form 10-K, filed with the Securities and
Exchange Commission (the "SEC") on August
25, 2017, the Company's quarterly report on Form 10-Q, filed
with the SEC on November 3, 2017, and
as updated periodically with the Company's other filings with the
SEC.
Forward-looking statements speak only as of the date the
statements are made and are based on information available to
Accuray at the time those statements are made and/or management's
good faith belief as of that time with respect to future events.
The Company assumes no obligation to update forward-looking
statements to reflect actual performance or results, changes in
assumptions or changes in other factors affecting forward-looking
information, except to the extent required by applicable securities
laws. Accordingly, investors should not put undue reliance on any
forward-looking statements.
Investor Contact:
Doug Sherk
Investor Relations, EVC Group
+1 (415) 652-9100
dsherk@evcgroup.com
Media Contacts:
Beth Kaplan
Accuray
+1 (408) 789-4426
bkaplan@accuray.com
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SOURCE Accuray Incorporated