Core Viewpoint - Cipher Mining Inc. has announced the pricing of a $1.1 billion offering of 0.00% convertible senior notes due 2031, increasing from a previously announced size of $800 million, with settlement scheduled for September 30, 2025 [1][5] Group 1: Offering Details - The notes will be senior, unsecured obligations of Cipher, maturing on October 1, 2031, and will not bear regular interest [2] - The initial conversion rate is set at 62.3733 shares of common stock per $1,000 principal amount of notes, equating to an initial conversion price of approximately $16.03 per share, representing a 37.5% premium over the last reported sale price of $11.66 on September 25, 2025 [2] - Cipher has granted initial purchasers a 13-day option to purchase up to an additional $200 million aggregate principal amount of notes [1] Group 2: Use of Proceeds - Cipher estimates net proceeds from the offering to be approximately $1.08 billion, or $1.27 billion if the option for additional notes is fully exercised, with plans to use $70 million for capped call transactions and the remainder for data center construction, HPC strategy acceleration, and general corporate purposes [5] Group 3: Capped Call Transactions - Cipher has entered into capped call transactions to cover the number of shares underlying the notes, with an initial cap price of $23.32 per share, a 100% premium over the last reported sale price [6] - These capped call transactions are expected to reduce potential dilution upon conversion of the notes and offset any cash payments exceeding the principal amount of converted notes [7] Group 4: Redemption and Repurchase - The notes are redeemable at Cipher's option starting October 5, 2028, if the last reported sale price exceeds 130% of the conversion price for a specified period [3] - In the event of a "fundamental change," noteholders may require Cipher to repurchase their notes for cash at the principal amount plus accrued interest [4]

NEW YORK, Sept. 25, 2025 (GLOBE NEWSWIRE) -- Cipher Mining Inc. (NASDAQ:CIFR) (“Cipher” or the “Company”), a leading developer and operator of industrial-scale data centers, today announced its intention to offer, subject to market and other conditions, $800 million aggregate principal amount of 0.00% convertible senior notes due 2031 (the “notes”) in a private offering (the “offering”) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933 ...

Core Viewpoint - Array Technologies, Inc. plans to offer $250 million in convertible senior notes due 2031, with an option for initial purchasers to buy an additional $37.5 million, subject to market conditions [1][4]. Group 1: Offering Details - The notes will be senior, unsecured obligations of Array Technologies, accruing interest payable semiannually [2]. - The interest rate and initial conversion rate will be determined at the time of pricing the offering [3]. - The net proceeds from the offering will be used to repay $150 million of outstanding indebtedness, fund capped call transactions, and for general corporate purposes [4]. Group 2: Capped Call Transactions - Array intends to enter into capped call transactions to cover the shares underlying the notes, which will help reduce potential dilution upon conversion [5]. - The option counterparties may purchase shares of Array's common stock or enter into derivative transactions, potentially affecting the market price of the stock [6]. Group 3: Existing Convertible Notes - Array may negotiate to repurchase a portion of its existing 1.00% Convertible Senior Notes due 2028 using proceeds from the offering [7]. - The terms of any repurchase of existing convertible notes will be negotiated individually with each holder [7]. Group 4: Company Overview - Array Technologies is a leading provider of solar tracking technology, focusing on maximizing energy production for utility-scale and distributed generation customers [10].

Group 1 - Oddity Finance LLC intends to offer $350 million of exchangeable senior notes due 2030, with an option for an additional $50 million, subject to market conditions [1][2] - The net proceeds from the offering will be used for general corporate purposes, including potential strategic M&A and capped call transactions [2][7] - The notes will be senior, unsecured obligations guaranteed by ODDITY and its subsidiary, with no regular interest and a maturity date of June 15, 2030 [3][9] Group 2 - Capped call transactions are expected to reduce potential dilution of ODDITY's Class A ordinary shares upon exchange of the notes [4][5] - The notes will be exchangeable for cash or ODDITY's Class A ordinary shares, with specific conditions for exchange prior to March 15, 2030 [9][10] - The issuer may redeem the notes starting June 20, 2028, under certain conditions related to the stock price [10][11] Group 3 - As of March 31, 2025, ODDITY had $257 million in cash and an undrawn $200 million credit line, indicating strong liquidity [7] - ODDITY is a consumer tech company focused on disrupting the beauty and wellness industries through digital-first brands and AI-driven solutions [16]

Core Viewpoint - Life360, Inc. has announced a private offering of $275 million in convertible senior notes due 2030, increasing from a previously announced $250 million, with net proceeds expected to be approximately $265.2 million after expenses [1][5]. Group 1: Offering Details - The offering consists of 0.00% convertible senior notes, which will mature on June 1, 2030, and will not bear regular interest [2]. - The initial conversion rate is set at 12.3501 shares of common stock per $1,000 principal amount of notes, equating to an initial conversion price of approximately $80.97 per share, representing a 32.5% premium over the last reported sale price of $61.11 on June 2, 2025 [2]. - Life360 has granted initial purchasers an option to buy an additional $45 million in notes within 13 days of the initial issuance [1]. Group 2: Use of Proceeds - Life360 plans to allocate approximately $29 million of the net proceeds to fund capped call transactions, with the remainder intended for general corporate purposes, including potential acquisitions or strategic investments [5]. Group 3: Capped Call Transactions - The capped call transactions are designed to reduce potential dilution of Life360's common stock upon conversion of the notes, with an initial cap price of $122.22 per share, a 100% premium over the last reported sale price [6][7]. - If the market price exceeds the cap price, there may still be dilution or no offset for potential cash payments [8]. Group 4: Redemption and Repurchase - The notes are redeemable at Life360's option starting June 5, 2028, under certain conditions, including if the stock price exceeds 130% of the conversion price [3]. - In the event of a "fundamental change," noteholders may require Life360 to repurchase their notes for cash at the principal amount plus any accrued interest [4].

Core Viewpoint - Life360, Inc. plans to offer $250 million in convertible senior notes due 2030, with an option for initial purchasers to buy an additional $37.5 million, aimed at qualified institutional buyers [1][2]. Group 1: Notes Description - The notes will be senior, unsecured obligations, accruing interest payable semi-annually, maturing on June 1, 2030, with conversion rights for noteholders under specific conditions [2][4]. - Life360 can redeem the notes in whole or in part starting June 5, 2028, if certain stock price conditions are met [3]. - In the event of a "fundamental change," noteholders may require Life360 to repurchase their notes for cash at the principal amount plus accrued interest [4]. Group 2: Use of Proceeds - Life360 intends to use part of the net proceeds for capped call transactions and the remainder for general corporate purposes, including potential acquisitions or strategic investments [5]. Group 3: Capped Call Transactions - Life360 plans to enter into capped call transactions to cover shares underlying the notes, which may reduce potential dilution upon conversion [6][7]. - The capped call transactions are designed to offset cash payments exceeding the principal amount of converted notes, although market price exceeding the cap price could still lead to dilution [7]. Group 4: Market Impact - The initial hedging of capped call transactions may involve derivative transactions that could influence the market price of Life360's common stock and the notes [9][10]. Group 5: Regulatory Information - The notes and shares upon conversion will not be registered under the Securities Act, and the offering is exempt from registration requirements [11]. Group 6: Company Overview - Life360 is a family connection and safety company, providing services such as location sharing and crash detection through its mobile app and tracking devices [13].