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Snowflake | 8-K: Snowflake Prices Private Placement of $2.0 Billion of Convertible Senior Notes

SEC ·  Sep 28 04:15

Summary by Futu AI

On September 27, 2024, Snowflake Inc., a Delaware corporation, successfully completed its private offering of $1.15 billion in 0% Convertible Senior Notes due 2027 and $1.15 billion in 0% Convertible Senior Notes due 2029, including the full exercise of initial purchasers' options to buy additional notes. The offering, which was announced on September 23, 2024, and priced on September 25, 2024, resulted in net proceeds of approximately $2.27 billion after deducting discounts, commissions, and offering expenses. Snowflake intends to use the proceeds to pay for capped call transactions, repurchase $400 million of its common stock, and for general corporate purposes, which may include further stock repurchases and potential acquisitions or investments, although no specific plans have been disclosed. The notes, which are senior unsecured obligations of the company, will not bear regular interest, and...Show More
On September 27, 2024, Snowflake Inc., a Delaware corporation, successfully completed its private offering of $1.15 billion in 0% Convertible Senior Notes due 2027 and $1.15 billion in 0% Convertible Senior Notes due 2029, including the full exercise of initial purchasers' options to buy additional notes. The offering, which was announced on September 23, 2024, and priced on September 25, 2024, resulted in net proceeds of approximately $2.27 billion after deducting discounts, commissions, and offering expenses. Snowflake intends to use the proceeds to pay for capped call transactions, repurchase $400 million of its common stock, and for general corporate purposes, which may include further stock repurchases and potential acquisitions or investments, although no specific plans have been disclosed. The notes, which are senior unsecured obligations of the company, will not bear regular interest, and the principal will not accrete. They are convertible under certain conditions and may be redeemed by the company starting in April 2026 for the 2027 Notes and October 2027 for the 2029 Notes. The conversion rates for the notes are initially set at 6.3492 shares of common stock per $1,000 principal amount, subject to adjustments. Snowflake also entered into capped call transactions to reduce potential dilution upon conversion of the notes. The notes and the shares of common stock issuable upon conversion have not been registered under the Securities Act and were offered to qualified institutional buyers.

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