Business
Fastly Announces Issuance of 7.75% Convertible Senior Notes due 2028 and Repurchases of a Portion of its Existing 0.00% Convertible Senior Notes due 2026
SAN FRANCISCO--(BUSINESS WIRE)-- Fastly, Inc. (NYSE: FSLY), a leader in global edge cloud platforms, today announced that on December 2, 2024, it entered
About this update from Fastly, Inc.
[{"type":"text","content":" SAN FRANCISCO--(BUSINESS WIRE)--\nFastly, Inc. (NYSE: FSLY), a leader in global edge cloud platforms, today announced that on December 2, 2024, it entered into separate, privately negotiated subscription agreements pursuant to which Fastly will issue (the “Issuance”) $150.0 million aggregate principal amount of its 7.75% convertible senior notes due 2028 (the “2028 Notes”). Fastly estimates that the gross proceeds from the Issuance will be $150.0 million. Fastly intends to use $150.0 million of the gross proceeds from the Issuance to repurchase approximately $157.9 million aggregate principal amount of its existing 0.00% Convertible Senior Notes due 2026 (the “Existing Convertible Notes”). Additionally, on December 2, 2024, Fastly entered into separate, privately negotiated repurchase agreements with a limited number of holders of its Existing Convertible Notes to repurchase (the “Repurchases” and together with the Issuance, the “Transactions”) approximately $157.9 million aggregate principal amount of the Existing Convertible Notes for aggregate cash consideration of $150.0 million. The Transactions are expected to settle on or about December 5, 2024, subject to customary closing conditions.\n\n\nUpon completion of the Transactions, the aggregate principal amount of the Existing Convertible Notes outstanding will be approximately $188.6 million, and the aggregate principal amount of the 2028 Notes outstanding will be $150.0 million.\n\n\nThe 2028 Notes will be senior, unsecured obligations of Fastly and will accrue interest at a rate of 7.75% per annum, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on June 1, 2025. The 2028 Notes will mature on June 1, 2028, unless earlier converted or repurchased.\n\n\nThe 2028 Notes will be convertible at the option of the noteholders in certain circumstances. Upon conversion, Fastly will pay or deliver, as the case may be, cash, shares of Fastly’s Class A common stock (the “common stock”) or a combination of cash and shares of common stock, at its election. The initial conversion rate is 50.6586 shares of common stock per $1,000 principal amount of 2028 Notes (equivalent to an initial conversion price of approximately $19.74 per share of common stock, which represents a conversion premium of approximately 100% to the last reported sale price of the common...