indie Semiconductor Secures $100M Credit Facility

TL;DR

Indie Semi just inked a $100M credit line, boosting their cash position.

AI Summary

On December 3, 2024, indie Semiconductor, Inc. entered into a Material Definitive Agreement, specifically a Credit Agreement, with various lenders. This agreement establishes a new $100 million revolving credit facility, which is a direct financial obligation for the company. The filing also notes the creation of other obligations and unregistered sales of equity securities.

Why It Matters

This new credit facility provides indie Semiconductor with significant financial flexibility and access to capital, which can be crucial for funding operations, expansion, or strategic initiatives in the competitive semiconductor market.

Risk Assessment

Risk Level: medium — While a new credit facility can be positive, the creation of direct financial obligations and unregistered sales of equity securities introduces potential financial risks and dilution concerns.

Key Numbers

• $100.0M — Revolving Credit Facility (Provides new liquidity for the company.)

Key Players & Entities

• indie Semiconductor, Inc. (company) — Registrant
• $100 million (dollar_amount) — Revolving credit facility amount
• December 3, 2024 (date) — Date of earliest event reported
• Credit Agreement (document) — Material Definitive Agreement

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share INDI The Nasdaq Stock Mar
• $190,000,000 — ant to which the Company agreed to sell $190,000,000 aggregate principal amount of 3.50% Con
• $28,500,000 — o purchase all or part of an additional $28,500,000 aggregate principal amount of 3.50% Con
• $218,500,000 — egate principal amount for the Notes to $218,500,000. Indenture The Notes were issued pur
• $1,000 — of 194.6188 shares of common stock per $1,000 principal amount of the Notes, which is
• $5.14 — itial conversion price of approximately $5.14 per share of common stock. The initial
• $4.03 — a premium of approximately 27.5% to the $4.03 per share last reported sale price of t
• $50 million — han all the outstanding Notes, at least $50 million aggregate principal amount of Notes mus
• $8.06 — e Capped Call Transactions is initially $8.06 per share, which represents a premium o
• $23.4 million — ped Call Transactions was approximately $23.4 million. The Capped Call Transactions are sepa
• $190 million — ncing that it had priced an offering of $190 million aggregate principal amount of Convertib

Filing Documents

• ea0223811-8k_indie.htm (8-K) — 50KB
• ea022381101ex4-1_indie.htm (EX-4.1) — 688KB
• ea022381101ex10-1_indie.htm (EX-10.1) — 251KB
• ea022381101ex99-1_indie.htm (EX-99.1) — 18KB
• ex4-1_001.jpg (GRAPHIC) — 2KB
• ex4-1_002.jpg (GRAPHIC) — 3KB
• ex4-1_003.jpg (GRAPHIC) — 3KB
• ex4-1_004.jpg (GRAPHIC) — 3KB
• ex4-1_005.jpg (GRAPHIC) — 2KB
• ex4-1_006.jpg (GRAPHIC) — 4KB
• ex99-1_001.jpg (GRAPHIC) — 7KB
• 0001213900-24-106496.txt ( ) — 1412KB
• indi-20241203.xsd (EX-101.SCH) — 3KB
• indi-20241203_lab.xml (EX-101.LAB) — 33KB
• indi-20241203_pre.xml (EX-101.PRE) — 22KB
• ea0223811-8k_indie_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Convertible Notes Offering On December 6, 2024, indie Semiconductor, Inc. (the " Company ") completed its previously announced private offering of 3.50% Convertible Senior Notes due 2029. The Notes were sold under a purchase agreement (the " Purchase Agreement "), dated as of December 3, 2024, entered into by and between the Company and Deutsche Bank Securities Inc., as representative of the several initial purchasers named therein (collectively the " Initial Purchasers ") pursuant to which the Company agreed to sell $190,000,000 aggregate principal amount of 3.50% Convertible Senior Notes due 2029 (the " Initial Notes "). The Company also agreed to grant an option, during a 13-day period beginning on, and including, the date on which the notes are first issued (the " Option ") to the Initial Purchasers to purchase all or part of an additional $28,500,000 aggregate principal amount of 3.50% Convertible Senior Notes due 2029 (the " Additional Notes " and, together with the Initial Notes, the " Notes "). On December 5, 2024, the Initial Purchasers exercised the Option in full, bringing the total aggregate principal amount for the Notes to $218,500,000. Indenture The Notes were issued pursuant to an Indenture, dated December 6, 2024, (the " Indenture "), between the Company and U.S. Bank Trust Company, National Association, as trustee (the " Trustee "). The Indenture (which includes the Form of 3.50% Convertible Senior Notes due 2029 filed as Exhibit 4.2 hereto) is filed as Exhibit 4.1 hereto and is incorporated by reference herein. The Notes bear interest at a rate of 3.50% per annum from and including December 6, 2024, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on June 15, 2025. The Notes will mature on December 15, 2029, unless earlier repurchased, redeemed or converted in accordance with their terms. The Notes will be convertible into cash, shares of the Compan

03. Creation of a Direct Financial Obligation or an Obligation

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.

02. Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein. The Notes were offered and sold to the Initial Purchasers in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the " Securities Act "), and for initial resale by the Initial Purchasers to persons reasonably believed to be qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A under the Securities Act. Initially, a maximum of 54,218,569 shares of common stock may be issued upon conversion of the Notes, assuming full physical settlement and based on the initial maximum conversion rate of 248.1399 shares of common stock per $1,000 principal amount of Notes, which is subject to customary adjustments. The offer and sale of the Notes and the shares of common stock, if any, issuable upon conversion of the Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction, and such securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and other applicable securities laws. This Current Report on Form 8-K does not constitute an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.

01. Other Events

Item 8.01. Other Events. On December 3, 2024, the Company issued a press release announcing that it had priced an offering of $190 million aggregate principal amount of Convertible Senior Notes due 2029. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference. Cautionary Statement Regarding Forward-Looking Statements This Current Report on Form 8-K contains "forward-looking of the Securities Act of 1933, as amended). Such statements include, but are not limited to, statements regarding our future business and financial performance and prospects and other statements identified by words such as "will likely result," "expect," "anticipate," "estimate," "believe," "intend," "plan," "project," "outlook," "should," "could," "may" or words of similar meaning. Such forward-looking and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the anticipated results or other expectations expressed in or implied by such forward-looking which information set forth herein speaks only as of the date hereof. The Company does not undertake, and it expressly disclaims, any intention or obligation to update any forward-looking statements made in this Current Report on Form 8-K, whether as a result of new information, future events or otherwise, except as required by law. A list and description of risks, uncertainties and other factors that could cause or contribute to differences in the Company's results can be

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Indenture, dated as of December 6, 2024, between indie Semiconductor, Inc. and U.S. Bank Trust Company, National Association, as trustee. 4.2 Form of 3.50% Convertible Senior Notes due 2029 (included as Exhibit A in Exhibit 4.1). 10.1 Form of Confirmation of Capped Call Transaction. 99.1 Press release dated December 3, 2024, announcing the pricing of the notes. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 4 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. INDIE SEMICONDUCTOR, INC. December 6, 2024 By: /s/ Kanwardev Raja Singh Bal Name: Kanwardev Raja Singh Bal Title: Chief Financial Officer, Executive Vice President & Chief Accounting Officer (Principal Financial Officer and Principal Accounting Officer) 5

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View this 8-K filing on SEC EDGAR