Liberty Energy Inc. has announced its intention to offer $500 million in convertible senior notes due 2031, with an option for an additional $50 million. These notes will be unsecured and will accrue interest semiannually, with the first payment scheduled for September 1, 2026. The company plans to use the net proceeds from the offering for various purposes, including funding capped call transactions, repaying outstanding indebtedness, and general corporate uses.
The company also disclosed its intention to enter into privately negotiated capped call transactions to hedge the potential dilution to its Class A common stock upon conversion of the notes. These transactions are expected to cover the initial number of shares of Class A common stock underlying the notes and may involve derivative transactions and purchases of Class A common stock in the secondary market.
It's worth noting that neither the notes nor any shares of Class A common stock issuable upon conversion have been registered under the Securities Act or any state securities laws. This means that these securities may not be offered or sold in the United States absent registration or an applicable exemption.
The company's decision to pursue this offering reflects its strategic approach to capital structure and financial management as it seeks to address its funding needs, manage potential dilution, and optimize its capital allocation. As a result of these announcements, the company's shares have moved -1.32% on the market, and are now trading at a price of $20.19. If you want to know more, read the company's complete 8-K report here.
