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Supermicro Announces Proposed Offering of $2.0 Billion of Convertible Senior Notes due 2030
SAN JOSE, Calif.--(BUSINESS WIRE)-- Super Micro Computer, Inc. (NASDAQ: SMCI) (“Supermicro” or the “Company”), a Total IT Solution Manufacturer for AI,
About this update from Super Micro Computer, Inc.
[{"type":"text","content":" SAN JOSE, Calif.--(BUSINESS WIRE)--\nSuper Micro Computer, Inc. (NASDAQ: SMCI) (“Supermicro” or the “Company”), a Total IT Solution Manufacturer for AI, Cloud, Storage, and 5G/Edge, today announced that it intends to offer, subject to market conditions and other factors, $2.0 billion aggregate principal amount of convertible senior notes due 2030 (the “Convertible Notes”). The Convertible Notes are to be offered and sold to persons reasonably believed to be “qualified institutional buyers” pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The Company also expects to grant an option to the initial purchasers to purchase up to an additional $300.0 million aggregate principal amount of the Convertible Notes within a 13-day period from, and including, the date the Convertible Notes are first issued.\n\n\nThe Convertible Notes will be senior, unsecured obligations of the Company and will accrue interest payable semi-annually in arrears. The Convertible Notes will mature on June 15, 2030, unless earlier redeemed, repurchased or converted in accordance with their terms prior to such date. Prior to the close of business on the business day immediately preceding December 17, 2029, the Convertible Notes will be convertible only upon the satisfaction of certain conditions and during certain periods, and on and after December 17, 2029, at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date, the Convertible Notes will be convertible regardless of these conditions. The Company will settle conversions by paying or delivering, as applicable, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock at the Company’s election. The initial conversion rate, interest rate and other terms of the Convertible Notes will be determined at the time of pricing in negotiations with the initial purchasers of the Convertible Notes.\n\n\nIn connection with the pricing of the Convertible Notes, the Company expects to enter into privately negotiated capped call transactions with one or more financial institutions which may include one or more of the initial purchasers or their affiliates (the “option counterparties”). If the initial purchasers exercise their option to purchase additional Convertible Notes, t...