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3D Systems Announces Issuance of $92 Million of Convertible Senior Secured Notes due 2030 and Retirement of $180 Million of Existing Convertible Senior Notes due 2026

ROCK HILL, S.C., June 18, 2025 (GLOBE NEWSWIRE) -- Today, 3D Systems (NYSE:DDD) announced that it has entered into separate, privately negotiated subscription agreements with a limited number of qualified institutional buyers, pursuant to which 3D Systems will issue $92 million aggregate principal amount of its 5.875% convertible senior secured notes due 2030 (the "notes"). The issuance and sale of the notes are expected to close on June 23, 2025, subject to customary closing conditions.

The notes will be senior secured obligations of 3D Systems, will be guaranteed by certain subsidiaries of 3D Systems and will bear interest at a rate of 5.875% per annum, payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2025. The notes will mature on June 15, 2030, unless earlier redeemed, repurchased or converted in accordance with the terms of the notes. The notes will be convertible at the option of holders at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The notes will be convertible into cash, shares of 3D Systems' common stock ("common stock") or a combination of cash and shares of common stock, at the election of 3D Systems.

The notes will have an initial conversion rate of 445.6328 shares of common stock per $1,000 principal amount of notes (which is subject to adjustment in certain circumstances). This is equivalent to an initial conversion price of approximately $2.24 per share, which represents a premium of approximately 20% over the last reported sale price of 3D Systems' common stock on The New York Stock Exchange of $1.87 per share on June 17, 2025.

The holders of the notes will have a one-time right, on June 20, 2028 (the "put date"), to require 3D Systems to repurchase for cash all or a portion of their notes on the put date at 100% of their principal amount, plus accrued and unpaid interest. Additionally, holders of the notes will have the right to require 3D Systems to repurchase for cash all or a portion of their notes at 100% of their principal amount, plus any accrued and unpaid interest, upon the occurrence of a fundamental change (as defined in the indenture relating to the notes). 3D Systems will also be required to ...