Core Viewpoint - Evolent Health, Inc. plans to offer $140 million in convertible senior notes due 2031, with an option for initial purchasers to buy an additional $20 million, aimed at improving financial flexibility and supporting share repurchases [1][2]. Group 1: Offering Details - The offering consists of $140 million aggregate principal amount of convertible senior notes due 2031, subject to market conditions [1]. - Evolent expects to use up to $100 million of the net proceeds to repurchase a portion of its existing 1.50% convertible senior notes due 2025 and approximately $40 million for repurchasing shares of its Class A common stock [2]. - The notes will be convertible into cash, shares of Evolent's Class A common stock, or a combination thereof, with interest payable semiannually starting February 15, 2026 [4]. Group 2: Repurchase Strategy - Evolent plans to repurchase shares of its Class A common stock sold short by initial investors at a price equal to the last reported sale price on the pricing date, which may influence the market price of the stock [3]. - The company anticipates that holders of the 2025 Notes who agree to have their notes repurchased may unwind their hedges by buying Evolent's Class A common stock, potentially affecting the stock price [6]. Group 3: Conversion Rights - The conversion rights of the notes may be terminated by Evolent on or after August 20, 2026, under specific conditions related to the stock price performance [5]. - The conversion price and other terms of the notes will be determined at the time of the offering's pricing [4]. Group 4: Regulatory Information - The notes and any Class A common stock issued upon conversion will not be registered under the Securities Act, and may only be offered to qualified institutional buyers [7]. - The press release does not constitute an offer to sell or a solicitation to buy the securities described [8]. Group 5: Company Overview - Evolent Health specializes in improving health outcomes for individuals with complex conditions, serving a national base of leading payers and providers [9].

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].

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].