The notes will be senior, unsecured obligations of Eos and will accrue interest at a rate of 1.75% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on June 1, 2026. The notes will mature on December 1, 2031, unless earlier repurchased, redeemed or converted. Before September 3, 2031, noteholders will have the right to convert their notes only upon the occurrence of certain events. From and after September 3, 2031, noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Eos will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at Eos's election. However, unless and until Eos increases the number of authorized shares of its common stock, or otherwise increases the number of shares of its common stock available to settle conversions of the notes, and, in each case, reserves the required number of shares solely for issuance upon conversion of the notes, Eos will settle all conversions entirely in cash. The initial conversion rate is 61.3704 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $16.29 per share of common stock. The initial conversion price represents a premium of approximately 27.5% over the last reported sale price per share of Eos's common stock on the Nasdaq Capital Market on November 19, 2025. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events.
The notes will be redeemable, in whole or in part (subject to certain limitations), for cash at Eos's option at any time, and from ...
