IREN Plans $2 Billion Convertible Note Offering Due 2033 with $300M Option

IRENIREN

IREN plans a $2 billion convertible senior note offering due December 1, 2033, plus a $300 million option, accruing semiannual interest and convertible into cash or shares. Proceeds will back capped call hedges to curb dilution, with notes callable from June 6, 2030 if shares exceed 130% of conversion price.

1. Proposed Convertible Notes Offering

IREN intends to sell $2 billion of convertible senior notes due December 1, 2033, plus an option for an additional $300 million. The notes will accrue interest semi-annually and can be converted into cash, ordinary shares or a combination of both under specified conversion events.

2. Use of Proceeds and Hedging

A portion of net proceeds will fund capped call transactions to offset dilution upon conversion, while the remainder will support general corporate and working capital needs. Initial purchasers and option counterparties expect to enter derivative hedges and share purchases, which could impact IREN’s share price.

3. Redemption and Repurchase Terms

IREN may redeem the notes, in whole or in part, for cash beginning June 6, 2030 if its share price exceeds 130% of the conversion price for a designated period. Noteholders may require repurchase at par plus accrued interest if certain fundamental corporate changes occur.

Sources

F