Snowflake Inc. priced an upsized $3.75 billion private offering of 0% convertible senior notes, up from the previously announced $3.5 billion. The offering includes $2.0 billion of notes due in 2029 and $1.75 billion due in 2031. The notes were offered to qualified institutional buyers, and the sale is expected to close on October 1, 2026.
Snowflake plans to use the proceeds to fund capped call transactions designed to limit potential dilution, repurchase some of its 0.00% convertible senior notes due in 2027, and for general corporate purposes. Those purposes may include share buybacks and strategic acquisitions.
After Snowflake initially announced the offering, its shares fell 4% as investors raised concerns about potential dilution. The initial conversion price of the notes represents a significant premium to the recent stock price.