Papa John’s to repurchase some of Starboard’s stake, which is being converted to common stock

Papa John’s International Inc. said Wednesday that Starboard Value L.P.’s investment in preferred shares will converted to common stock, with the pizza seller repurchasing 31% of the preferred shares before the conversion. In 2019, Starboard had invested $250 million in Papa John’s Series B convertible preferred stock with a total yield of about 5.4%, which were convertible to common stock at Starboard’s option at a conversion price of $50.06. The stock closed Tuesday 93.8% above the conversion price at $97.01. At the time of the investment, Starboard’s stake on a as-converted basis represented about 13.2% of the outstanding common stock. With Papa John’s repurchase of preferred shares, Starboard’s stake will be about 9.5% of the outstanding common stock. After the repurchase and conversion, the number of outstanding shares will increase by 3.5 million shares. The company will record a $110 million charge as a result of the transactions. Papa John’s stock, which was still inactive in premarket trading, has lost 11.1% over the past three months, while the S&P 500 has gained 5.5%.

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