IREN (NASDAQ: IREN) intends to issue $2 billion worth of convertible notes, with net proceeds (together with a concurrent equity offering) expected to fund capped call transactions, repurchases of a portion of existing 2029 and 2030 notes, and general corporate purposes.
IREN is issuing two $1 billion senior convertible notes, one due 2032 and another due in 2033. The offering also grants initial purchasers the option to buy up to an additional $150 million of each note, bringing the total raise potential to $2.3 billion.
In addition to funding general operations, the bitcoin miner-turned AI neocloud plans to use the net proceeds from the new notes, together with a concurrent equity offering, to fund capped call transactions and repurchase a portion of its outstanding 3.50% notes due 2029 and 3.25% notes due 2030.
To manage potential dilution from this offering, IREN plans to enter into privately negotiated capped call transactions with financial institutions. The capped calls are designed to reduce potential dilution upon conversion or offset cash payments exceeding the principal amount, subject to a cap price.
This financing activity follows a period of significant operational expansion for IREN. On November 3, the company signed a five-year agreement with Microsoft valued at approximately $9.7 billion for GPU cloud computing services. That deal, which extended IREN stock by 21% following the announcement, involves the deployment of NVIDIA GB300 GPUs at the IREN campus in Childress, Texas. The Childress facility is currently approved for 750 megawatts of total capacity.
IREN’s most recent financing effort also follows a $1.0 billion offering closed on October 15. In that transaction, IREN issued zero-coupon convertible senior notes due 2031. Strong market demand during the October offering resulted in the full exercise of a $125 million greenshoe option on top of the initial $875 million placement.
Final terms for the new 2032 and 2033 notes, including the interest rate and initial conversion rate, will be determined upon pricing of the offering.
