ADTRAN Holdings, Inc. (ADTN): debt financing — ADTRAN issues $201.25M of 3.75% convertible notes due 2030, enters capped call transactions

ADTRAN Holdings, Inc.

Issued $201.25M aggregate principal of 3.75% convertible senior notes due Sept 15, 2030; includes full $26.25M greenshoe exercise.
Initial conversion rate 86.8206 shares per $1,000 note, conversion price ~$11.52/share, subject to anti-dilution adjustments.
Capped call transactions cost ~$17.6M, cap price ~$15.51/share, designed to reduce potential dilution upon conversion.
Notes are senior unsecured, interest payable semi-annually; redeemable at company's option from Sept 20, 2028 under conditions.
Proceeds from the offering were not specified in the filing but typical for general corporate purposes.

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

ADTRAN Holdings, Inc. incurred convertible notes of $201,250,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 3.75% per annum maturing September 15, 2030.

Instrument: convertible notes
Principal: $201,250,000 aggregate principal amount
Counterparty: U.S. Bank Trust Company, National Association
Rate: 3.75% per annum
Maturity: September 15, 2030
Event: incurrence

Exact text from the filing

On September 19, 2025, ADTRAN Holdings, Inc. (the “Company”) issued $201,250,000 aggregate principal amount of its 3.75% convertible senior notes due 2030 (the “Notes”).

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Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.7

ADTRAN Holdings, Inc. issued a maximum of 22,714,447 shares of the Company’s common stock may be issued upon conversion of the Notes of common stock.

Security: common stock
Shares: a maximum of 22,714,447 shares of the Company’s common stock may be issued upon conversion of the Notes

Exact text from the filing

Initially, a maximum of 22,714,447 shares of the Company’s common stock may be issued upon conversion of the Notes, based on the initial maximum conversion rate of 86.8206 shares of the Company’s common stock per $1,000 principal amount of Notes, which is subject to customary anti-dilution adjustment provisions.

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Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

ADTRAN Holdings, Inc. issued convertible note to Initial Purchasers (Evercore Group L.L.C., as representative) for $201,250,000 aggregate principal amount of its 3.75% convertible senior notes due 2030.

Security: convertible note
Purchaser: Initial Purchasers (Evercore Group L.L.C., as representative)
Consideration: $201,250,000 aggregate principal amount of its 3.75% convertible senior notes due 2030

Exact text from the filing

accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 1.01 Entry into a Material Definitive Agreement. Indenture and Notes On September 19, 2025, ADTRAN Holdings, Inc. (the “Company”) issued $201,250,000 aggregate principal amount of its 3.75% convertible senior notes due 2030 (the “Notes”). The Notes were issued pursuant

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26 debt financings filed in the last 30 days. Browse all debt financings →

ADTRAN Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-25-211271

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