OSI Systems, Inc. has announced the pricing of its offering of $500 million aggregate principal amount of 0.50% convertible senior notes due 2031. This offering size was increased from the previously announced offering size of $400 million aggregate principal amount of notes. The issuance and sale of the notes are scheduled to settle on November 20, 2025. OSI also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days, up to an additional $75 million principal amount of notes.
The initial conversion rate is 2.8263 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $353.82 per share of common stock. This initial conversion price represents a premium of approximately 32.5% over the last reported sale price of $267.03 per share of OSI’s common stock on November 17, 2025.
OSI estimates that the net proceeds from the offering will be approximately $489.4 million (or approximately $562.9 million if the initial purchasers fully exercise their option to purchase additional notes), after deducting the initial purchasers’ discounts and commissions and OSI’s estimated offering expenses. Concurrently with the pricing of the offering, OSI expects to use approximately $146.1 million of the net proceeds from the offering to repurchase 546,945 shares of its common stock in privately negotiated transactions. OSI intends to use the remainder of the net proceeds from the offering to repay a portion of the revolving credit facility outstanding, pay related fees and expenses, and for other general corporate purposes.
The offer and sale of the notes and any shares of common stock issuable upon conversion of the notes have not been, and will not be, registered under the securities act or any other securities laws. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, the notes or any shares of common stock issuable upon conversion of the notes.
OSI Systems designs and manufactures specialized electronic systems and components for critical applications. The company operates through three key segments: security, optoelectronics and manufacturing, and healthcare. Its security division delivers advanced inspection systems, turnkey screening solutions, and comprehensive support services to protect people and infrastructure. The optoelectronics and manufacturing segment serves as a global supplier of high-performance optoelectronic solutions and precision manufacturing services for leading OEMs. The healthcare segment focuses on patient monitoring, diagnostic cardiology, and related services to enhance clinical care and patient outcomes. OSI Systems strategically positions its sales, service, R&D, and manufacturing capabilities worldwide to provide fast and efficient delivery and support. As a result of these announcements, the company's shares have moved -2.38% on the market, and are now trading at a price of $267.03. For the full picture, make sure to review OSI SYSTEMS INC's 8-K report.
