Xeris Biopharma Announces \$23 Million Convertible Note Exchange: Major Debt Reduction and Share Issuance
Chicago, IL – June 11, 2026 – Xeris Biopharma Holdings, Inc. (NASDAQ: XERS) has announced a significant financial transaction that could have material implications for shareholders and the company’s equity structure. On June 10, 2026, the company entered into privately negotiated exchange agreements with certain holders of its 8.00% Convertible Senior Notes due 2028. This transaction is designed to substantially reduce Xeris’ outstanding debt and improve its balance sheet, while also introducing new shares into the market.
Key Points of the Transaction
- \$23 Million Debt Exchange: Xeris will retire approximately \$23 million in aggregate principal amount of its 8.00% Convertible Senior Notes due 2028 (“2028 Notes”) through a combination of cash and newly issued common stock.
- Debt Reduction: The exchanged notes represent about 69% of the total outstanding principal of the 2028 Notes. After the transaction, only \$10.5 million in principal of the 2028 Notes will remain outstanding, reducing Xeris’ debt load substantially.
- Annual Interest Savings: By eliminating \$23 million of debt, Xeris expects to save approximately \$2 million in annual interest payments.
- Exchange Consideration: The cash component will cover the principal amount of the exchanged notes. The number of shares to be issued will be determined by the volume-weighted average share price over a trading period starting June 11, 2026. The company will fund the cash portion with liquidity already on hand.
- Closing Timeline: The transaction is anticipated to close on or about July 15, 2026, subject to standard closing conditions.
- Private Placement & Share Registration: The new shares will be issued in a private placement and will not be registered under the Securities Act of 1933. The issuance is relying on exemptions for institutional “accredited investors” and “qualified institutional buyers.”
Implications for Shareholders
- Material Reduction in Debt: This major reduction in outstanding convertible debt strengthens Xeris’ financial position, potentially lowering future interest costs and improving the company’s debt-to-equity ratio.
- Potential Dilution: The issuance of new common shares to the noteholders will increase the number of shares outstanding. The exact dilution impact will depend on the company’s share price during the calculation period. Shareholders should be aware this could affect earnings per share (EPS) and voting power.
- Balance Sheet Flexibility: By using available liquidity to retire debt, Xeris demonstrates financial flexibility. However, investors should monitor the company’s cash position post-transaction.
- No Immediate Public Offering: Because the new shares are issued in a private placement, they will not immediately be available for open market trading, though they may eventually enter the public float depending on resale restrictions and future registrations.
Forward-Looking Statements and Risks
The company notes that the transaction, including the timing and the final number of shares issued, involves forward-looking statements subject to risks and uncertainties. There is no assurance that all expected benefits will materialize or that the transaction will close as anticipated. Risks include changes in market conditions, the company’s financial performance, and other factors described in Xeris’ filings with the SEC.
Investor Contact
For more information, investors can contact:
Allison Wey
Senior Vice President, Investor Relations and Corporate Communications
[email protected]
Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should review the company’s filings and consult with their financial advisors before making any investment decisions. Forward-looking statements are subject to risks, and actual results may differ materially from those anticipated.
