Coinbase Global, Inc. (Nasdaq: Coin) today announced its intention to offer a total amount of $ 1.0 billion, which consider specialized institutional buyers.
Coinbase also expects to grant the original buyers of each range of notes for the purchase, for settlement within 13 days from a period and including the date of the notes for the first time, up to an additional amount of $ 150.0 million of 2029 notes and $ 150.0 million.
The notes will be superior, unpaid obligations of Coinbase and will collect interest payable six -monthly in delay. The notes of 2029 will mature on October 1, 2029 and the notes of 2032 will mature on October 1, 2032, unless they have been converted before, they were converted or, in the case of notes in 2032, were redeemed.
The notes will be convertible in cash, shares of the common share of Class A of Coinbase or a combination of them during the election of Coinbase. The interest rate, the initial conversion rate and other terms of each series of notes must be determined when pricing the offer.
In terms of notes pricing, Coinbase expects to enter private negotiating call transactions related to each series of notes with one or more of their original buyers or subsidiaries and/or other financial institutions.
Call transactions with ceilings associated with 2029 notes will cover, subject to usual adjustments, the number of shares of Coinbase’s joint stock, which will initially be submitted to the notes of 2029 and the transactions with covered calls on the 2032 notes, which will initially be submitted to the notes of 2032.
Call transactions associated with each series of notes are generally expected to reduce the possible dilution in Class A Class A category A common stock in any conversion of the relevant order of notes and/or offsetting any cash payments, Coinbase is required to exceed the main amount of convertible notes, and may be the main amount of notes.
Coinbase intends to use part of the net revenue from the bid to pay the cost of call transactions associated with each set of notes. If the original buyers exercise their options to buy additional 2029 notes and/or 2032 notes, Coinbase expects to use part of the net revenue from the sale of such additional notes to enter additional call transactions with the selection of counterparties in relation to the relevant notes.
Coinbase intends to use the balance of net revenue from the bid for general corporate purposes, which may include capital capital, capital expenditure and investment and acquisitions of other companies, products or technologies that Coinbase can detect from time to time, Its, as well as its implementation, as well as its shares, shares, its shares, its shares, its shares, its shares and conditions, its shares and conditions, its shares and conditions, its shares and conditions, its shares and conditions, its shares and conditions, Its conditions, pending 0.50% convertible upper notes due to 2026, 3.375% upper notes due to 2028, 3.625% upper notes due 2031 and 0.25% convertible upper notes due to 2030.
The notes will be offered and will only be sold to persons who are reasonably believed to be specialized institutional buyers in accordance with Article 144A issued under the Mobile Values Act. Neither the notes nor the shares of the Class A shares of Coinbase may be issued in the conversion of notes, if any, or will have been registered under the law on mobile values or the laws on mobile values of any other jurisdiction and if not registered or sold in the United States.