TeraWulf (NASDAQ: WULF) is upsizing a convertible note offering to $850 million with a 1.00% coupon due 2031. Initially a $400 million offer with an option to purchase up to an additional $60 million, the upsized note includes an option to purchase an additional $150 million.
The notes carry a 32.50% conversion premium, with an initial conversion rate of 80.4602 shares per $1,000 principal amount, equivalent to a $12.43 per-share conversion price. TeraWuld anticipates net proceeds of approximately $828.7 million, rising to about $975.2 million if the full $150 million option is exercised.
Concurrently, TeraWulf intends to enter into $85.5 million of capped call transactions with financial counterparties featuring an initial cap price of $18.76 per share to offset potential dilution or excess cash conversion payments. Additional capped calls may be executed if the option to purchase more notes is exercised in full. The remaining balance is earmarked for data center expansion and general corporate purposes.
The company may redeem the notes for cash on or after September 6, 2028, if its stock trades at least 130% of the then-effective conversion price for specified trading periods.
At time of publication, WULF is down 0.7% during pre-market hours.
