Joby Aviation Announces Proposed Offerings of Common Stock and Convertible Senior Notes

Core Viewpoint - Joby Aviation, Inc. plans to offer convertible senior notes and common stock, aiming to raise a total of $1 billion to support its electric air taxi development and commercial operations [1]. Group 1: Offerings - The company intends to offer convertible senior notes due in 2032 and shares of common stock, with total anticipated proceeds of $1 billion [1]. - Morgan Stanley, along with other financial institutions, will manage the offerings, including a delta offering to facilitate hedging transactions for investors [2]. - The note offering and common stock offering are separate, with no completion contingencies between them, while the delta offering is contingent on the note offering [1][2]. Group 2: Notes Details - The convertible senior notes will be senior, unsecured obligations, maturing on February 15, 2032, with interest payable semi-annually [3]. - Noteholders can convert their notes under certain conditions, with Joby having the option to settle conversions in cash, shares, or a combination [3]. - The notes can be redeemed by Joby starting February 20, 2029, if the stock price exceeds 130% of the conversion price for a specified period [4]. Group 3: Use of Proceeds - Joby plans to use proceeds from the note offering for capped call transactions, certification, manufacturing efforts, and general working capital [6][7]. - If the underwriters exercise their over-allotment option, additional proceeds will also fund capped call transactions [7]. Group 4: Capped Call Transactions - Joby expects to enter into capped call transactions to reduce potential dilution of its common stock upon conversion of the notes [8]. - The option counterparties may engage in derivative transactions that could affect the market price of Joby's common stock and notes [9][10]. Group 5: Company Overview - Joby Aviation is a California-based company developing an all-electric, vertical take-off and landing air taxi service, aiming to operate in cities globally and sell aircraft to other operators [13].