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Okta, Inc. Announces Pricing of Offering of $1.0 Billion of Convertible Senior Notes

SAN FRANCISCO--(BUSINESS WIRE)-- Okta, Inc. (“Okta”) (NASDAQ:OKTA) today announced the pricing of $1.0 billion aggregate principal amount of Convertible

articleOkta, Inc.June 10, 20204/company/okta-inc/news/okta-inc-announces-pricing-of-offering-of-dollar10-billion-of-convertible-senior-notes
Okta, Inc. Announces Pricing of Offering of $1.0 Billion of Convertible Senior Notes

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[{"type":"text","content":" SAN FRANCISCO--(BUSINESS WIRE)--\nOkta, Inc. (“Okta”) (NASDAQ:OKTA) today announced the pricing of $1.0 billion aggregate principal amount of Convertible Senior Notes due 2026 (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”). Okta also granted the initial purchasers of the notes the option to purchase, within a 13-day period from, and including, the initial issuance date of the notes, up to an additional $150.0 million aggregate principal amount of the notes. The sale of the notes to the initial purchasers is expected to settle on June 12, 2020, subject to customary closing conditions, and is expected to result in approximately $986.8 million in net proceeds to Okta after deducting the initial purchasers’ discount and estimated offering expenses payable by Okta (assuming no exercise of the initial purchasers’ option to purchase additional notes).\n\n\nThe notes will be senior, unsecured obligations of Okta. The notes will bear interest at a rate of 0.375% per year. Interest will be payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The notes will mature on June 15, 2026, unless earlier redeemed, repurchased or converted. Okta may not redeem the notes prior to June 20, 2023. Okta may redeem for cash all or any portion of the notes, at its option, on or after June 20, 2023, if the last reported sale price of Okta’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which Okta provides notice of redemption, during any 30 consecutive trading day period ending on and including the trading day preceding the date on which Okta provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the notes, which means that Okta is not required to redeem or retire the notes periodically.\n\n\nHolders of the notes will have the right to require Okta to repurchase all or a portion of their notes upon the occurrence of a fundamental change (as defined in t...

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