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Intuitive Machines Prices $300M Convertible Notes

Intuitive Machines, Inc. (NASDAQ: LUNR) has announced the pricing of $300.0 million aggregate principal amount of 2.500% convertible senior notes due 2030 in a private offering. This is an increase from the previously announced offering size of $250.0 million. The company estimates that the net proceeds from the notes offering will be approximately $291.8 million, or approximately $335.5 million if the initial purchasers’ option to purchase additional notes is exercised in full.

The notes will accrue interest at an annual rate of 2.500%, payable semiannually in arrears on April 1 and October 1 of each year, beginning on April 1, 2026. The notes will mature on October 1, 2030, unless earlier converted, redeemed, or repurchased. The initial conversion rate will be 76.2631 shares of Intuitive Machines’ class A common stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $13.1125 per share of Intuitive Machines’ class A common stock, representing a premium of approximately 25.0% over the last reported sale price on the Nasdaq Global Market on August 13, 2025.

The notes will not be redeemable at Intuitive Machines’ option prior to October 6, 2028. The company may, at its option, redeem all or any portion of the notes for cash on or after October 6, 2028, and prior to the 26th trading day immediately preceding the maturity date, subject to certain conditions.

In connection with the pricing of the notes, Intuitive Machines entered into privately negotiated capped call transactions with certain financial institutions to cover the number of shares of its class A common stock initially underlying the notes. The capped call transactions are expected to reduce the potential dilution to Intuitive Machines’ class A common stock upon any conversion of notes and/or offset any cash payments Intuitive Machines is required to make in excess of the principal amount of converted notes, with such reduction and/or offset subject to a cap.

The company’s products and services are focused through three pillars of space commercialization: delivery services, data transmission services, and infrastructure as a service.

As a result of these announcements, the company's shares have moved -3.74% on the market, and are now trading at a price of $8.74. If you want to know more, read the company's complete 8-K report here.

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