Fermi Inc. announced the closing of its private offering of 5.00% convertible senior notes due 2031, generating total gross proceeds of $431.25 million. The offering included the initial purchasers' full exercise of their option to purchase an additional $56.25 million in notes. Net proceeds are approximately $416.81 million, which will be used for general corporate purposes and to fund capped call transactions.
Key Details
- Offering Size: Total gross proceeds were $431.25 million, consisting of a $375 million base offering and a $56.25 million option exercise.
- Note Terms: The notes bear an interest rate of 5.00% per year and will mature on July 15, 2031. Interest is payable semi-annually on January 15 and July 15, beginning January 15, 2027.
- Conversion Terms: The notes have an initial conversion price of approximately $9.52 per share, which is equivalent to a conversion rate of 105.0862 shares per $1,000 principal amount.
- Use of Proceeds: The company used approximately $34.5 million of the net proceeds to pay for capped call transactions designed to reduce potential stock dilution. The remainder is allocated for general corporate purposes.
- Capped Call Transactions: These transactions have an initial cap price of $14.64 per share, a 100% premium over the stock's closing price on July 9, 2026.