Bandwidth prices $275M 0% convertible senior notes due 2032

Bandwidth Inc.

Principal amount $275M; over-allotment option up to $41.25M (13 days).
Initial conversion rate 13.7663 shares/$1,000 (price ~$72.64, 37.5% premium over $52.83 close).
Net proceeds ~$263.6M; $116.5M to repurchase $122.5M of 0.50% 2028 notes.
$10M to repurchase 189,286 shares concurrently; capped call transactions reduce dilution.
Notes mature July 1, 2032; no regular interest; redeemable after July 6, 2029 if stock exceeds 130% of conversion price.

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