Core Viewpoint - Ultra Clean Holdings, Inc. has successfully priced an upsized offering of $525 million in convertible senior notes, increasing from the previously announced $400 million, with plans to use the proceeds for various corporate purposes, including share repurchases and working capital [1][2] Group 1: Offering Details - The offering consists of $525 million aggregate principal amount of 0.00% convertible senior notes due 2031, with settlement scheduled for March 3, 2026 [1] - The company has granted initial purchasers an option to buy an additional $75 million principal amount of notes within 13 days of issuance [1] - Estimated net proceeds from the offering are approximately $511.1 million, or $584.2 million if the option is fully exercised [1] Group 2: Use of Proceeds - Approximately $40 million of the net proceeds will be used to repurchase 672,608 shares of common stock [1] - About $21.9 million will fund the cost of entering into capped call transactions [1] - Remaining proceeds will be allocated for working capital, prepayment of a portion of the company's outstanding term loan, or other general corporate purposes [1] Group 3: Conversion and Redemption Features - The notes will not bear regular interest and will mature on March 15, 2031, with specific conversion rights for noteholders [1] - The initial conversion rate is set at 11.8001 shares of common stock per $1,000 principal amount of notes, equating to an initial conversion price of approximately $84.75 per share, representing a 42.5% premium over the last reported sale price of $59.47 [1] - The notes are redeemable at Ultra Clean's option starting March 20, 2029, under certain conditions [1] Group 4: Capped Call Transactions - Ultra Clean has entered into capped call transactions to cover the shares underlying the notes, with an initial cap price of $104.0725 per share, a 75% premium over the last reported sale price [1][2] - These transactions aim to reduce potential dilution of Ultra Clean's common stock upon conversion of the notes [2] - The option counterparties may engage in derivative transactions that could influence the market price of Ultra Clean's common stock [2]

Core Viewpoint - Liberty Energy Inc. has announced the pricing and agreement to sell $700.0 million of 0.00% convertible senior notes due 2031 in a private offering to qualified institutional buyers [1] Group 1 - The offering is conducted under Rule 144A of the Securities Act of 1933 [1] - Liberty has granted initial purchasers an option to purchase additional notes [1]

Core Points - IREN Limited has successfully closed a private offering of $1.0 billion in convertible senior notes due 2031, which were oversubscribed due to strong investor demand [1][3] - The net proceeds from the offering are approximately $979.0 million, intended for capped call transactions and general corporate purposes [4][7] - The capped call transactions are designed to reduce potential dilution of IREN's ordinary shares upon conversion of the notes, with an initial cap price of $120.18 per share, representing a 100% premium over the last reported sale price [4][5] Transaction Details - The offering was oversubscribed, leading to the full exercise of an additional $125 million option by initial purchasers [3] - The notes carry a 0.00% coupon and a 42.5% conversion premium, with no put option for investors except in certain fundamental changes [6] - Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC acted as active bookrunners for the offering [6] Use of Proceeds - Approximately $56.7 million of the net proceeds will fund the cost of the capped call transactions [7] - The remaining proceeds will be allocated for general corporate purposes and working capital [7] Company Overview - IREN is a leading developer and operator of next-generation data centers, focusing on Bitcoin mining, AI cloud services, and AI data centers, utilizing 100% renewable energy [10] - The company has secured 2,910 MW of grid-connected power across over 2,000 acres in the U.S. and Canada, with a multi-gigawatt development pipeline [10] - IREN operates 810 MW of data centers and is one of the world's largest and lowest-cost Bitcoin producers with 50 EH/s of installed self-mining capacity [10]