Workflow
Convertible notes offering
icon
Search documents
TeraWulf Inc. Announces Proposed Private Offering of $400 Million of Convertible Notes
Globenewswireยท 2025-08-18 11:05
Core Viewpoint - TeraWulf Inc. plans to offer $400 million in convertible senior notes due 2031, subject to market conditions, to qualified institutional buyers [1][10] Group 1: Offering Details - The company may grant initial purchasers an option to buy an additional $60 million in convertible notes within 13 days of the initial issuance [2] - The offering is contingent on market conditions, and there is no assurance regarding its completion [2] - The convertible notes will be senior unsecured obligations, accruing interest payable semi-annually starting March 1, 2026, and maturing on September 1, 2031 [4] Group 2: Use of Proceeds - Net proceeds from the offering will be used to cover costs related to capped call transactions and to finance data center expansion and general corporate purposes [3] Group 3: Conversion Terms - The convertible notes can be converted into cash or a combination of cash and shares of common stock, subject to stockholder approval for an increase in authorized shares [5] - Conversion is restricted until certain conditions are met prior to June 1, 2031, after which it can occur at any time until two trading days before maturity [4][5] Group 4: Capped Call Transactions - The company plans to enter capped call transactions to reduce potential dilution of common stock upon conversion of the notes [6][7] - Initial hedging activities related to these transactions may influence the market price of the common stock and convertible notes [8] Group 5: Company Overview - TeraWulf develops and operates environmentally sustainable data center infrastructure in the U.S., focusing on high-performance computing and bitcoin mining [12]