(c) Axar agreed to exercise its pro rata share of such rights in full (the “Basic Rights”) and to tender the Preferred Shares in payment of the subscription price therefor and (d) Axar further agreed to purchase for cash such additional shares of common stock offered in the Rights Offering for which stockholders other than Axar did not exercise their subscription rights, including any oversubscription rights, provided that Axar would not be obligated to purchase more than 23,287,672 shares of common stock. Because the Company’s common stock has been trading at a price less than the $0.73 subscription price, the Board determined and Axar agreed in the Purchase Agreement to amend the Axar Commitment to provide for a direct purchase of the 23,287,672 shares of common stock and avoid the expense of proceeding with the Rights Offering while obtaining the same per share and aggregate purchase price contemplated by the Axar Commitment. The $17.0 million purchase price will be paid by delivering the Preferred Shares purchased on April 3, 2020 and paying an additional cash purchase price of $8.2 million. The Company expects the transactions contemplated by the Purchase Agreement to close in June 2020.
About StoneMor Inc.
StoneMor Inc., headquartered in Trevose, Pennsylvania, is an owner and operator of cemeteries and funeral homes in the United States, with 319 cemeteries and 88 funeral homes in 27 states and Puerto Rico.
StoneMor’s cemetery products and services, which are sold on both apre-need (before death) andat-need (at death) basis, include: burial lots, lawn and mausoleum crypts, burial vaults, caskets, memorials, and all services which provide for the installation of this merchandise. For additional information about StoneMor Inc. please visit StoneMor’s website, and the investors section, at http://www.stonemor.com.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this press release, including, but not limited to, information regarding actions of the Special Committee, the terms of any definitive agreements with respect to the Proposal and the anticipated timing of closing under the Purchase Agreement, are forward-looking statements. Generally, the words “believe,” “may,” “will,” “would,” “estimate,” “continue,” “anticipate,” “intend,” “project,” “expect,” “predict” and similar expressions identify these forward-looking statements. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are based on management’s current expectations and estimates. These statements are neither promises nor guarantees and are made subject to certain risks and uncertainties that could cause actual results to differ materially from the results stated or implied in this press release. Such risks and uncertainties include the risk that an agreement with respect to the proposed transaction will not be executed and that the transactions contemplated by any such agreement that may be executed or by the Purchase Agreement will not be consummated. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements set forth in StoneMor’s Annual Report onForm 10-K and Quarterly Reports onForm 10-Q and the other reports that StoneMor files with the Securities and Exchange Commission, from time to time. Except as required under applicable law, StoneMor assumes no obligation to update or revise any forward-looking statements made herein or any other forward-looking statements made by it, whether as a result of new information, future events or otherwise.
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| CONTACT: | | Investor Relations |
| | StoneMor Inc. |
| | | (215)826-4438 |
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