Tenable Holdings, Inc. announced the completion of a private offering of $800 million in 0.25% Convertible Senior Notes due 2031, which includes the full exercise of the initial purchasers' option. The company received net proceeds of approximately $778.8 million, which were used to fund capped call transactions, repurchase common stock, repay existing debt, and for general corporate purposes.
Key Details
- Offering Details: The offering consisted of $800 million aggregate principal amount of 0.25% Convertible Senior Notes, maturing on September 15, 2031.
- Conversion Terms: The notes have an initial conversion price of approximately $44.84 per share, representing a 40% premium over the common stock's last reported sale price of $32.03 on September 10, 2026.
- Use of Proceeds: Net proceeds of approximately $778.8 million were used to pay for capped call transactions ($64.1M), repurchase common stock ($170.5M), and repay term loans in full, leading to the termination of its 2021 Credit Agreement.
- Capped Call Transactions: The company entered into capped call transactions to reduce potential stock dilution upon conversion of the notes, with a cap price of $64.06 per share.