Coinbase prices upsized $1.1B offering of convertible senior notes

Coinbase Global “announced the pricing of $1.1 billion aggregate principal amount of Convertible Senior Notes due 2030 in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A promulgated under the Securities Act of 1933, as amended. The aggregate principal amount of the offering was increased from the previously announced offering size of $1.0 billion. Coinbase also granted the initial purchasers of the notes a 30-day option to purchase up to an additional $165.0 million principal amount of notes, solely to cover over-allotments. The sale of the notes to the initial purchasers is expected to settle on March 18, 2024, subject to customary closing conditions, and is expected to result in approximately $1.08 billion in net proceeds to Coinbase after deducting the initial purchasers’ discounts and commissions and estimated offering expenses payable by Coinbase. The notes will be convertible at an initial conversion rate of 2.9981 shares of Coinbase’s Class A common stock, per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $333.54 per share of Class A common stock, which represents a conversion premium of approximately 32.5% to the last reported sale price of $251.73 per share of Coinbase’s Class A common stock on The Nasdaq Global Select Market on March 13, 2024).”