Benzinga | Sep 28, 2021 06:00PM EDT

Blue Apron Announces Record Date For Proposed $45M Fully Backstopped Rights Offering

Blue Apron Holdings, Inc. (NYSE:APRN) announced today that its board of directors has fixed a record date for its previously announced proposed fully backstopped equity rights offering, which represents $45.0 million of its planned $78.0 million capital raise, each as disclosed in the Form 8-K filed with the U.S. Securities and Exchange Commission ("SEC") on September 15, 2021.

Under the terms of the rights offering, the company will distribute non-transferable subscription rights to each holder of its Class A common stock (as well as the holders of certain warrants issued to the company's lenders), as outlined below, held as of the close of business on October 8, 2021, the record date for the rights offering. The subscription period for the rights offering is expected to commence October 12, 2021, and to terminate at 5:00 p.m. Eastern Time on October 28, 2021.

All holders of Blue Apron Class A common stock (as well as the holders of certain warrants issued to the company's lenders) as of the record date will have the opportunity to participate in the $45.0 million proposed rights offering on a pro rata basis. Each eligible securityholder will receive one subscription right per share of Class A common stock owned (or, in the case of holders of the applicable warrants, which would be owned upon exercise of such warrants).

The proposed offering is fully backstopped by RJB Partners LLC under a purchase agreement, which commits RJB Partners LLC to purchase any and all shares of Class A common stock and warrants unsubscribed in the rights offering, subject to certain customary closing conditions, including completion of the proposed rights offering. RJB Partners LLC has also committed to a $30.0 million private placement investment on the same terms as the rights offering.

Each subscription right will entitle the eligible holder to purchase a fraction of one share of Class A common stock and associated warrants to purchase fractions of shares of Class A common stock. The precise number of securities issuable upon the exercise of each subscription right, as well as the subscription price for each right, will be based on the fraction calculated by dividing (a) $45.0 million by (b) the product of (i) the effective purchase price of one share of Class A common stock and associated warrants of $10.00 and (ii) the number of shares of Class A common stock held (or issuable upon exercise of the applicable warrants) as of the record date of October 8, 2021. The company will disclose the final terms of the rights offering promptly following the record date.

Blue Apron intends to use the net proceeds of the full capital raise for working capital and general corporate purposes, including to accelerate its growth strategy to drive revenue and customer growth, and the adoption of certain initiatives to help build upon an ESG program. The company is also permitted by the terms of the purchase agreement to repay up to $5.0 million of outstanding indebtedness with capital raise proceeds.