Summary
NVIDIA Corporation (NVDA) announced on December 12, 2016, an agreement with Goldman, Sachs & Co. to terminate a significant number of outstanding warrants. This agreement will result in the termination of over 63 million warrants previously issued to Goldman. This action is a material event for investors as it directly impacts the potential future dilution of common stock. The company will issue shares of NVIDIA common stock to Goldman as consideration for the warrant termination. The exact number of shares to be issued will be determined by the daily volume-weighted average price of NVDA's stock over an observation period spanning from December 13, 2016, to January 31, 2017. The issuance of these shares is being conducted under an exemption from registration requirements, indicating a private placement.
Key Highlights
- 1NVIDIA is terminating over 63 million warrants previously issued to Goldman, Sachs & Co.
- 2The termination relates to warrants issued under agreements from November 2013.
- 3NVIDIA will issue shares of its common stock to Goldman as consideration for the warrant termination.
- 4The number of shares to be issued will be determined by the daily volume-weighted average price (VWAP) during an observation period.
- 5The observation period for determining the share issuance price runs from December 13, 2016, to January 31, 2017.
- 6The shares are being issued in reliance on the Section 4(a)(2) exemption from registration requirements, indicating a private placement.