Axon Enterprise Inc. has priced $1.0 billion of zero‑coupon convertible senior notes maturing on September 15 2031, unless earlier converted, redeemed or repurchased. The notes were offered jointly by Goldman Sachs, Morgan Stanley, J.P. Morgan, RBC Capital Markets and Citigroup as joint lead book‑running managers.
The net proceeds are expected to be approximately $986.0 million after underwriters’ discounts and estimated offering expenses. If the underwriters’ over‑allotment option is exercised in full, an additional $150.0 million of notes could be sold, raising net proceeds to about $1,134.3 million.
The initial conversion rate is set at 1.5336 shares per $1,000 principal amount, implying an initial conversion price of roughly $652.06 per share. Axon also intends to use a portion of the proceeds for capped call transactions, allocating about $99.9 million (or $114.9 million with the full over‑allotment) to mitigate potential dilution upon conversion.
The capped calls have a cap price of $1,049.94, representing a 137.5 % premium over the reference stock price of $442.08 recorded on Nasdaq on Monday. The remaining proceeds are earmarked for general corporate purposes, which may include supporting growth and acquiring or investing in product lines, technologies or services.
