Core Viewpoint - Check Point Software Technologies Ltd. has announced the pricing of $1.75 billion in Convertible Senior Notes due 2030, increasing from a previously announced $1.5 billion offering, with an option for initial purchasers to buy an additional $250 million [1][6]. Group 1: Offering Details - The Notes will be senior unsecured obligations of Check Point, with a maturity date of December 15, 2030, and will not bear regular interest [2]. - The initial conversion rate is set at 4.1042 ordinary shares per $1,000 principal amount of Notes, equating to a conversion price of approximately $243.65 per share, representing a 27.5% premium over the last reported sale price [5]. - The net proceeds from the Offering are estimated to be approximately $1.72 billion, intended for capped call transactions, share repurchases, and general corporate purposes [6][7]. Group 2: Redemption and Repurchase Rights - Check Point may redeem the Notes under specific conditions, including tax-related events or if the last reported sale price of its ordinary shares meets certain thresholds [3][4]. - Holders of the Notes can require Check Point to repurchase the Notes for cash under certain conditions, including a fundamental change [4]. Group 3: Capped Call Transactions - Check Point has entered into capped call transactions to cover the number of ordinary shares underlying the Notes, aimed at reducing potential dilution upon conversion [8]. - The cap price for these transactions is approximately $334.43 per share, representing a 75% premium over the last reported sale price of $191.10 [8]. Group 4: Market Impact and Trading - The establishment of initial hedges for the capped call transactions may influence the market price of Check Point's ordinary shares and the Notes [9]. - Concurrent repurchases of ordinary shares may lead to higher trading prices, potentially affecting the initial conversion price of the Notes [9].

TEL AVIV, Israel, Dec. 02, 2025 (GLOBE NEWSWIRE) -- Check Point Software Technologies Ltd. (NASDAQ: CHKP), a pioneer and global leader of cyber security solutions, today announced its intention to offer, subject to market conditions and other factors, $1.5 billion aggregate principal amount of 0.00% Convertible Senior Notes due 2030 (the “Notes”) in a private offering (the “Offering”) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). ...