Voyager Technologies, Inc. has completed a private offering of $402.5 million in 0% Convertible Senior Notes due 2032. The offering, which was upsized by the full exercise of a $52.5 million option by initial purchasers, provides the company with significant capital. In connection with the offering, the company also entered into capped call transactions to mitigate potential shareholder dilution upon conversion of the notes.
Key Details
- Offering Details: The company issued $402.5 million in aggregate principal amount of 0% Convertible Senior Notes, which will mature on October 15, 2032.
- Conversion Terms: The notes have an initial conversion price of approximately $40.82 per share of Class A common stock, which is equivalent to an initial conversion rate of 24.4978 shares per $1,000 principal amount.
- Capped Call Transactions: Voyager entered into capped call transactions at a cost of approximately $52.5 million. These transactions are designed to reduce potential stock dilution upon conversion of the notes and have an initial cap price of $78.50 per share.
- Related Agreements: On September 22, 2026, the company amended its existing Credit Agreement with JPMorgan Chase Bank, N.A. to increase the amount of convertible debt permitted under the facility.