Key details of the transaction
$2.6 billion offering, plus fully exercised $400 million greenshoe
Net proceeds of approximately $2.96 billion
1.00% coupon, 32.5% conversion premium
No put option for investors in the notes (other than a customary put right in the case of certain fundamental changes)
Capped call transactions entered into in connection with the notes, which are generally expected to provide a hedge upon conversions up to an initial cap price of $110.30 per share, which represents a 100% premium (as compared to the 32.5% conversion premium under the notes)
J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, Citigroup Global Markets Inc., Jefferies LLC, MUFG Securities Americas Inc., Wells Fargo Securities, LLC and Cantor Fitzgerald & Co. acted as bookrunners
BBVA Securities Inc., Credit Agricole Securities (USA) Inc., BTIG, LLC, Canaccord Genuity LLC, Macquarie Capital (USA) Inc. and Moelis & Company LLC acted as co-managers
Use of proceeds
The net proceeds from the offering are approximately $2.96 billion, after deducting the initial purchasers' discounts and commissions and IREN's estimated offering expenses.
IREN intends to use the net proceeds as follows:
$201.3 million to fund the cost of the capped call transactions (described below)
General corporate purposes and working capital
Capped call transactions
In connection with the pricing of the notes and the exercise by the initial purchasers of their option to purchase additional notes, IREN entered into privately negotiated capped call transactions with certain of the initial purchasers or their affiliates and certain other financial institutions (the "option counterparties"). The capped call transactions ...
