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Super Micro Computer | 8-K: Current report

SEC announcement ·  Feb 28 14:45
Summary by Moomoo AI
On February 27, 2024, Super Micro Computer, Inc. completed the sale of $1.725 billion in 0.00% Convertible Senior Notes due 2029, including an additional $225 million purchased by initial purchasers exercising their option. The sale was conducted as a private placement to qualified institutional buyers under Rule 144A of the Securities Act. The net proceeds from the offering amounted to approximately $1.70 billion, with $142.1 million used to fund the cost of capped call transactions. The remainder is intended for general corporate purposes, including working capital for growth and expansion. The Convertible Notes, which do not bear regular interest, are convertible into cash, shares of the company's common stock, or a combination thereof, at the company's election. They rank senior in right of payment to any future...Show More
On February 27, 2024, Super Micro Computer, Inc. completed the sale of $1.725 billion in 0.00% Convertible Senior Notes due 2029, including an additional $225 million purchased by initial purchasers exercising their option. The sale was conducted as a private placement to qualified institutional buyers under Rule 144A of the Securities Act. The net proceeds from the offering amounted to approximately $1.70 billion, with $142.1 million used to fund the cost of capped call transactions. The remainder is intended for general corporate purposes, including working capital for growth and expansion. The Convertible Notes, which do not bear regular interest, are convertible into cash, shares of the company's common stock, or a combination thereof, at the company's election. They rank senior in right of payment to any future subordinated debt and equally with future senior unsecured debt. The initial conversion rate is set at 0.7455 shares per $1,000 principal amount, subject to adjustments. Holders may convert their notes under certain conditions and may require the company to repurchase their notes upon a 'Fundamental Change.' Additionally, Super Micro Computer entered into capped call transactions with several banks to reduce potential dilution or offset potential cash payments upon conversion of the notes. The capped call transactions have a cap price of $1,951.04 per share, a 100% premium over the stock's last reported sale price on February 22, 2024.
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