STEM, INC. (STEM): debt financing — Stem exchanges $350M convertible notes for $155M new notes, reduces debt ~$195M

STEM, INC.

Exchanged $229M of 0.50% 2028 notes (77% of outstanding) and $121M of 4.25% 2030 notes (51% of outstanding).
Issued $155M of new 12.00%/11.00% Senior Secured PIK Toggle Notes due 2030 and warrants for 439,919 shares at $30 strike.
Received $10M cash; outstanding debt reduced by ~$195M; net debt after exchange: $68M (2028), $119M (2030), $155M (new).
New notes are senior secured, first-priority lien on substantially all assets, with optional PIK interest and maturity December 2030.
CEO Arun Narayanan and CFO Doran Hole highlight improved balance sheet flexibility and ability to execute software-focused strategy.

item 1.01 item 2.03 item 3.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

STEM, INC. incurred senior notes of $155,426,583 with U.S. Bank Trust Company, National Association at 12.00% per annum on the principal amount thereof if interest is paid in kind, su maturing the earlier of (a) December 30, 2030, (b) the date, if any, on or after June 30, 2028 on which (x) the aggregate principal amount of the 2028 Convertible Notes.

Instrument: senior notes
Principal: $155,426,583
Counterparty: U.S. Bank Trust Company, National Association
Rate: 12.00% per annum on the principal amount thereof if interest is paid in kind, su
Maturity: the earlier of (a) December 30, 2030, (b) the date, if any, on or after June 30, 2028 on which (x) the aggregate principal amount of the 2028 Convertible Notes
Event: incurrence

Exact text from the filing

to exchange (the “Exchange”) (i) $228,818,000 principal amount of the 2028 Convertible Notes and (ii) $121,310,000 principal amount of the 2030 Convertible Notes (clauses (i) and (ii) together, the “Exchanged Notes”) and (iii) $10,000,000 of cash, less amounts in lieu of fractional notes, for (a) $155,426,583 in aggregate principal amount of the Company’s new 12.00%/11.00% Senior Secured PIK Toggle Notes due 2030 (the “New Notes”), (b) Warrants (the “Warrants”)

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STEM, INC. filing history →

Source: SEC EDGAR

accession 0001193125-25-152073

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