Box, Inc. has announced its plan to offer $400 million aggregate principal amount of convertible senior notes due 2029 in a private placement, with the option for initial purchasers to buy up to an additional $60 million aggregate principal amount of the notes. The notes will be general senior, unsecured obligations of Box and will accrue interest payable semiannually in arrears. They will mature on September 15, 2029, unless earlier converted, repurchased, or redeemed.
Box intends to use a portion of the net proceeds from the offering to pay the cost of capped call transactions and to repurchase a portion of its outstanding 0% Convertible Senior Notes due 2026. The remainder of the proceeds will be used for working capital, general corporate purposes, debt repurchases, stock repurchases, and potential acquisitions.
In connection with the pricing of the notes, Box expects to enter into capped call transactions to offset potential dilution to its common stock upon any conversion of notes, with such offset subject to a cap. This action is to manage potential impact on the market price of Box's common stock or the notes.
The offer and sale of the notes, and any shares of Box’s common stock potentially issuable upon conversion of the notes, have not been registered under the Securities Act or any state securities laws.
This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation, or sale of the securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
As a result of these announcements, the company's shares have moved 0.5% on the market, and are now trading at a price of $32.99. If you want to know more, read the company's complete 8-K report here.