Iren Limited (NASDAQ: IREN) has revealed its plan to offer $875 million aggregate principal amount of convertible senior notes due 2031 in a private offering to qualified institutional buyers. The notes will be senior, unsecured obligations, accruing interest payable semi-annually in arrears and maturing on July 1, 2031.
If certain corporate events constituting a "fundamental change" occur, noteholders may require Iren to repurchase their notes for cash. The repurchase price will be equal to the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the applicable repurchase date.
Iren intends to use a portion of the net proceeds from the offering to fund the cost of entering into capped call transactions. These transactions are expected to reduce the potential dilution to Iren’s ordinary shares upon any conversion of the notes and/or offset any potential cash payments Iren is required to make in excess of the principal amount of converted notes, subject to a cap price.
In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates expect to enter into various derivative transactions with respect to Iren’s ordinary shares. This activity could impact the market price of Iren’s ordinary shares or the notes at that time.
The offer and sale of the notes and any of Iren’s ordinary shares issuable upon conversion of the notes have not been registered under the securities act or any other securities laws.
This press release is not an offer to sell, or the solicitation of an offer to buy, the notes or any of Iren’s ordinary shares issuable upon conversion of the notes, nor will there be any sale of the notes or any such shares, in any state or other jurisdiction in which such offer, sale The market has reacted to these announcements by moving the company's shares 14.45% to a price of $57.75. If you want to know more, read the company's complete 8-K report here.
