IREN Secures $550 Million in Upsized Convertible Notes

IREN Completes Successful Offering of Convertible Notes

IREN Limited (NASDAQ: IREN) has recently made headlines by closing an impressive offering valued at $550 million, focusing on 3.50% convertible senior notes that are set to mature in 2029. This significant move was designed for qualified institutional buyers, showcasing IREN's robust position in the financial market.

Transaction Highlights

The convertible notes transaction was met with enthusiastic investor interest, prompting IREN to increase the offering size from the original $450 million to $500 million. Additionally, investors fully exercised their option to acquire another $50 million in notes, resulting in net proceeds of approximately $534.9 million after deducting associated costs.

Details on the Notes

The notes, which feature a 3.50% coupon and a 30% conversion premium, were governed by an indenture between IREN and U.S. Bank Trust Company, acting as trustee. It's important to note that there is no capacity for investors to exercise a put option under the terms of these notes, aside from conditions involving specific fundamental changes.

Capped Call Transactions

IREN also engaged in capped call transactions, designed to mitigate potential dilution upon conversion of the notes into ordinary shares. The cap price is established at $20.98 per share, effectively providing a 100% premium compared to the last reported share price when the offering occurred. The capped call arrangement is expected to align closely with the conversion rights of the notes and is structured with various protective adjustments.

Allocation of Proceeds

The raised capital will be allocated strategically. IREN plans to set aside approximately $53.8 million for the capped call transaction costs, while an additional $92.5 million will be used for financing prepaid forward transactions. The remaining funds will contribute towards general corporate purposes and bolster working capital, thereby enhancing the company’s operational capabilities moving forward.

Prepaid Forward Transactions

As part of the notes pricing, IREN entered into a prepaid forward share purchase agreement. This arrangement allows the company to buy its own ordinary shares, enabling strategic financial maneuvering in connection with the notes offering. The forward transaction is set to settle shortly after the notes' maturity, promoting flexibility in IREN's financial strategies.

IREN's Vision and Infrastructure

IREN is positioned as a forward-thinking data center business that highlights the integration of renewable energy into its operations. The company focuses on advancing the future of sectors including Bitcoin and AI computing.

Overview of IREN’s Operations

• Power & Land Portfolio: IREN boasts a robust 2,910MW of grid-connected power across over 2,000 acres in the U.S. and Canada, alongside a forward development pipeline of significant capacity.
• Next-Generation Data Centers: Currently operating at 660MW, with plans to expand to 885MW in 2025, IREN serves three critical sectors: Bitcoin mining, AI cloud services, and specialized AI data centers.
• Bitcoin Mining Edge: IREN has established itself as one of the largest and most economical Bitcoin producers globally, with a current capacity of 41 EH/s that will grow to 50 EH/s by next year.
• AI Cloud Services Expansion: IREN provides high-performance cloud computing, supported by a powerful fleet of NVIDIA GPUs.
• Tailored AI Data Centers: The company is committed to designing and executing data center infrastructure specifically for AI workloads, enabling large-scale operations with cutting-edge technology.

Company Contacts

Media Inquiries

Megan Boles
Aircover Communications
Phone: +1 562 537 7131
Email: megan.boles@aircoverpr.com

Jon Snowball
Sodali & Co
Phone: +61 477 946 068
+61 423 136 761

Investor Relations

Mike Power
IREN
Email: mike.power@iren.com

Frequently Asked Questions

What are convertible notes?

Convertible notes are debt securities that can be converted into a predetermined number of equity shares, often at the discretion of the investor.

Who are qualified institutional buyers?

Qualified institutional buyers are entities that meet certain criteria set by securities regulators, often involving net worth and investment experience requirements.

How does IREN's offering enhance its business model?

The funds raised allow IREN to improve its operational capacity and invest in advanced technology, supporting its commitment to renewable energy solutions.

What is a capped call transaction?

A capped call transaction is a financial strategy used to manage dilution risk by setting a maximum price at which a company can issue shares upon conversion.

How does IREN contribute to the renewable energy sector?

IREN utilizes 100% renewable energy in its operations, positioning itself as a leader in the sustainable technology landscape.

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