Core Viewpoint - Akamai Technologies, Inc. has announced a private offering of $1.5 billion in convertible senior notes due 2033, which was upsized from a previously announced $1.35 billion offering [1][3] Group 1: Offering Details - The notes will be senior unsecured obligations, maturing on May 15, 2033, with an interest rate of 0.25% per year, payable semiannually starting November 15, 2025 [2] - The initial conversion rate is set at 10.7513 shares per $1,000 principal amount, equating to an initial conversion price of approximately $93.01 per share, representing a 20% premium over the closing price of $77.51 on May 14, 2025 [2] Group 2: Use of Proceeds - Akamai estimates net proceeds from the offering to be approximately $1,479.1 million, or $1,701.3 million if the option for additional notes is fully exercised [3] - The company plans to use about $250 million to repay borrowings under its revolving credit facility and a portion of its $1.15 billion convertible senior notes due 2027 [4] - Approximately $239.1 million will be allocated to cover costs related to convertible note hedge transactions [5] - Akamai intends to repurchase approximately $300 million of its common stock at a price of $77.51 per share from purchasers of the notes [6] Group 3: Repurchase and Conversion Terms - Holders can require Akamai to repurchase their notes for cash on May 15, 2031, if the stock price is below the conversion price [7] - In the event of a fundamental change, holders may also require repurchase at a price equal to 100% of the principal amount plus accrued interest [7] Group 4: Hedge Transactions - Akamai has entered into convertible note hedge and warrant transactions to mitigate potential dilution from the notes [8] - The hedge transactions will cover the same number of shares underlying the notes, and the warrants could have a dilutive effect if the market price exceeds the strike price [8] Group 5: Market Impact - The Option Counterparties may engage in purchasing shares or entering derivative transactions, which could influence the market price of Akamai's common stock and the notes [9]

CAMBRIDGE, Mass., May 13, 2025 /PRNewswire/ -- Akamai Technologies, Inc. (NASDAQ: AKAM) ("Akamai"), the cybersecurity and cloud computing company that powers and protects business online, today announced that it proposes to offer, subject to market factors and other conditions, $1.35 billion in aggregate principal amount of convertible senior notes due 2033. The notes are to be sold only to persons reasonably believed to be "qualified institutional buyers" pursuant to Rule 144A under the Securities Act of 1 ...