SoFi Technologies, Inc. Increases Size of Offering and Prices $1.1 Billion Convertible Senior Notes Offering Due 2026

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[{"type":"text","content":" SAN FRANCISCO,--(BUSINESS WIRE)--\nSoFi Technologies, Inc. (“SoFi”) (NASDAQ: SOFI) today announced that it priced its private offering of 0.00% convertible senior notes due 2026 (the “notes”) and increased the aggregate principal amount of the offering to $1.1 billion. The notes will be sold in a private offering only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). SoFi also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date notes are first issued, up to an additional $100 million aggregate principal amount of notes. The issuance and sale of the notes is scheduled to settle on or about October 4, 2021, subject to customary closing conditions.\n\nThe notes will be unsecured, unsubordinated obligations of SoFi. The notes will not bear regular interest and the principal amount of the notes will not accrete. The notes will mature on October 15, 2026, unless earlier repurchased, redeemed or converted. The notes will be convertible by the noteholders prior to the close of business on the business day immediately preceding April 15, 2026 only under certain circumstances and during certain periods, and irrespective of those circumstances, will be convertible by the noteholders on or after April 15, 2026 until the close of business on the second scheduled trading day immediately preceding October 15, 2026. The initial conversion rate will be 44.6150 shares of SoFi’s common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $22.41 per share of SoFi’s common stock, which represents a premium of approximately 40% over the last reported sale of $16.01 per share of SoFi’s common stock on September 29, 2021), subject to adjustment in certain circumstances. Upon conversion, the notes may be settled, at SoFi’s election, in cash, shares of SoFi’s common stock or a combination of cash and shares of SoFi’s common stock.\n\nThe notes will also be redeemable, in whole or in part, for cash at SoFi’s option at any time, and from time to time, on or after October 15, 2024 and on or before the 30th scheduled trading day immediately before the maturity date, but only if the last reported sale price per share...

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