Array Technologies Announces Pricing of Upsized Offering of Convertible Senior Notes

Core Viewpoint - Array Technologies, Inc. has announced an upsized offering of $300 million in convertible senior notes, with an interest rate of 2.875% and a maturity date of July 1, 2031, aimed at qualified institutional buyers [1][2]. Summary by Sections Offering Details - The offering consists of $300 million in aggregate principal amount of 2.875% convertible senior notes due 2031, with an option for initial purchasers to buy an additional $45 million [1]. - The expected closing date for the offering is June 27, 2025, pending customary closing conditions [1]. Financial Proceeds and Use - Estimated net proceeds from the offering are approximately $290.4 million, or $334.1 million if the additional notes option is fully exercised [3]. - The company plans to allocate $150 million to repay outstanding term loan debt, approximately $30.5 million for capped call transactions, and around $100 million for repurchases of existing convertible notes [3]. Conversion and Redemption Features - The notes are convertible under specific conditions prior to April 1, 2031, and at any time thereafter until maturity [4]. - The initial conversion rate is set at 123.1262 shares per $1,000 principal amount, equating to an initial conversion price of approximately $8.12 per share, representing a 27.5% premium over the last reported sale price [4]. Capped Call Transactions - The company has entered into capped call transactions to mitigate potential dilution upon conversion of the notes, with a cap price of $12.74 per share, a 100% premium over the last reported sale price [8]. Market Activity and Impact - Initial hedging activities related to the capped call transactions may influence the market price of the company's common stock and the notes [9]. - The repurchase of existing convertible notes may also lead to market activities that could affect the trading price of both the notes and the common stock [10][11]. Company Overview - Array Technologies, Inc. is a leading provider of solar tracking technology, focusing on utility-scale and distributed generation customers [13]. - The company emphasizes its commitment to high-quality solar solutions and a customer-centric approach, supported by domestic manufacturing and a diversified global supply chain [14].