Rubrik, Inc. has revealed its plan to offer $1.0 billion aggregate principal amount of convertible senior notes due 2030, with an option for the initial purchasers to buy up to an additional $150.0 million aggregate principal amount of notes. The notes will be general unsecured obligations, accruing interest payable semiannually in arrears and maturing on June 15, 2030, unless earlier converted, redeemed, or repurchased.
The company intends to use the net proceeds from the offering for several purposes, including paying the cost of capped call transactions, repaying in full the $327.9 million principal amount of outstanding loans under and terminating its credit agreement, and for general corporate purposes such as acquisitions or strategic investments in complementary businesses or technologies, working capital, operating expenses, and capital expenditures.
In connection with the pricing of the notes, Rubrik expects to enter into capped call transactions to reduce the potential dilution to the class A common stock upon any conversion of notes and/or offset any cash payments required to be made in excess of the principal amount of converted notes, with such reduction and/or offset subject to a cap.
It's important to note that the notes and shares of class A common stock issuable upon conversion of the notes have not been and will not be registered under the securities act, any state securities laws, or the securities laws of any other jurisdiction.
This announcement comes as the company aims to secure strategic capital raise and enhance strategic flexibility, including debt refinancing. Rubrik's move to tap into the convertible senior notes offering indicates a strategic approach to accessing capital for its future plans and growth initiatives. Following these announcements, the company's shares moved -0.14%, and are now trading at a price of $88.74. For more information, read the company's full 8-K submission here.
