JWCA advises The Marcus Corporation on the repurchase of an additional ~$46mm convertible notes for cash and concurrent capped call unwind

June 2024 | read press release

Transaction Background

In June 2024, JWCA advised The Marcus Corporation on the cash repurchase of an additional ~$46mm of its outstanding 2025 convertible, following its $40mm convertible repurchase in May 2024.  Following this transaction, The Marcus Corporation will have repurchased $86mm of the $100.05mm outstanding convertible notes. 

The Marcus Corporation’s objectives included:

• Liability management: retire a portion of the 2025 convertible at an attractive pricing

• Minimize transaction and friction costs: execute as efficiently as possible with a focus on minimizing execution costs

JWCA acted as Repurchase Agent for The Marcus Corporation and provided the following support for the Company:

• Provided analysis and advice around tactics related to investor targeting and engagement

• Led the investor outreach, negotiation, and execution of repurchases

• Assisted the Company with the analysis of convertible economics, pricing dynamics, and accounting impact

• Managed capped call unwind negotiations

• VWAP averaging period designed to achieve an outcome with minimal market impact

Results

The Marcus Corporation executed a successful liability management transaction for its 5.00% convertible notes due 2025:

• The Company repurchased an incremental ~$46mm face value of their convertible notes for cash

• Capped call unwind negotiations produced meaningful savings for the Company