Mirion Technologies, Inc. has announced the pricing of a $350.0 million aggregate principal amount of 0.25% convertible senior notes due 2030 in a private placement, which represents an increase from the previously announced $300.0 million aggregate principal amount of notes. The net proceeds from the offering are estimated to be approximately $339.1 million, or approximately $387.7 million if the initial purchasers exercise their option to purchase additional notes in full.
The company plans to utilize the net proceeds for various purposes, including repaying $250.0 million of outstanding term loans, repurchasing $31.0 million worth of shares of its class A common stock, and allocating the remaining balance for general corporate purposes and working capital.
The initial conversion rate for the notes is set at 43.2751 shares of Mirion's class A common stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $23.11 per share. The notes will mature on June 1, 2030, unless earlier converted, redeemed, or repurchased.
Mirion also entered into capped call transactions with certain initial purchasers and other financial institutions to hedge the potential dilution to its class A common stock upon any conversion of the notes. The capped call transactions have a cap price initially set at $34.88, representing a premium of 100% over the last reported sale price of Mirion's class A common stock on the New York Stock Exchange on May 20, 2025.
In addition, the company entered into privately negotiated transactions to use $31.0 million of the net proceeds to repurchase shares of its class A common stock, separate from its existing stock repurchase program.
The notes were offered to qualified institutional buyers and have not been registered under the securities act, state securities laws, or the securities laws of any other jurisdiction.
Mirion's press release does not constitute an offer to sell nor a solicitation of an offer to buy any of these securities in any state or jurisdiction. The market has reacted to these announcements by moving the company's shares 5.84% to a price of $18.84. If you want to know more, read the company's complete 8-K report here.