CoreWeave, Inc. (CRWV) announced its intention this week to offer $2 billion in aggregate principal amount of CoreWeave convertible senior notes due 2031. The offering will be conducted as a private offering, subject to market and other conditions. Furthermore, CoreWeave plans to grant the initial purchasers an option to buy up to an additional $300 million aggregate principal amount of these notes.
Key Terms and Use of Proceeds
The Notes will be general senior, unsecured obligations of CoreWeave and its subsidiary guarantors. They will accrue interest payable semi-annually and mature on December 1, 2031. Noteholders will have the right to convert their Notes during specified periods. With CoreWeave having the election to settle conversions in cash, shares of Class A common stock or a combination of both.
Consequently, CoreWeave intends to use a portion of the net proceeds from the offering to fund the cost of entering into privately negotiated capped call transactions. The primary goal of these capped call transactions is to generally reduce the potential stock dilution upon conversion of the Notes. The balance of the funds will go towards general corporate purposes. Essentially, the planned $2 billion CoreWeave convertible senior notes offering is a significant step in raising capital. Also controlling possible dilution as well as enabling the company to pursue its growth initiatives. The last interest rate and conversion terms will be decided at the time of the offering’s pricing.
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News Source: Businesswire.com
