SentinelOne plans to raise $1.25 billion through a private placement of convertible senior notes due 2031, with an option for initial purchasers to buy another $187.5 million of notes. If the full extra allotment is taken, the financing would total $1.4375 billion.
The company said it expects to use part of the proceeds to fund capped call transactions and to repurchase up to $150 million of its Class A shares at the same time the notes are priced. That share buyback would equal 12% of the base offering size, or about 10.4% if the full $1.4375 billion is sold.
SentinelOne also said the capped call structure is expected to cover the shares underlying the notes and that the cap price will initially be set at least 100% above the stock’s last reported sale price on the pricing date.
In addition, the company said it is in discussions on a separate $400 million secured revolving credit facility. The proposed debt financing is more than three times the size of that credit line, and the base note offering is 3.1 times larger than the planned revolver. Following these announcements, the company's shares moved 2.41%, and are now trading at a price of $23.37. Check out the company's full 8-K submission here.
