STEM, INC. (STEM): debt financing — Stem issues $240M of 4.25% Green Convertible Notes due 2030, upsized from $200M

STEM, INC.

Net proceeds ~$232.3M; used $99.8M to repurchase $163M of existing 0.50% 2028 notes at discount.
Initial conversion price ~$7.13 per share (27.5% premium to March 29 closing); shares issuable at company's election.
Capped call transations with $11.18 cap price reduce potential dilution on conversion.
Notes mature April 1, 2030; interest 4.25% semi-annually; redeemable after April 5, 2027 under conditions.

item 1.01 item 2.03 item 3.02 item 8.01 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 1.0

STEM, INC. incurred convertible notes of $240 million aggregate principal amount with U.S. Bank Trust Company, National Association at 4.25% maturing April 1, 2030.

Instrument: convertible notes
Principal: $240 million aggregate principal amount
Counterparty: U.S. Bank Trust Company, National Association
Rate: 4.25%
Maturity: April 1, 2030
Event: incurrence

Exact text from the filing

sold to Morgan Stanley & Co. LLC and Evercore Group L.L.C., as initial purchasers (the “Initial Purchasers”), and the Initial Purchasers purchased from the Company, $240 million aggregate principal amount of the Company’s 4.25% Green Convertible Senior Notes due 2030 (the “Notes”)

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

STEM, INC. entered into Indenture dated April 3, 2023 with U.S. Bank Trust Company, National Association valued at $240,000,000 aggregate principal amount of 4.25% Green Convertible Senior Notes due 2030 (effective 2023-04-03).

Action: entry
Agreement: notes offering
Counterparty: U.S. Bank Trust Company, National Association
Value: $240,000,000 aggregate principal amount of 4.25% Green Convertible Senior Notes due 2030
Effective: 2023-04-03

Exact text from the filing

On April 3, 2023, Stem, Inc. (the “Company”) sold to Morgan Stanley & Co. LLC and Evercore Group L.L.C., as initial purchasers (the “Initial Purchasers”), and the Initial Purchasers purchased from the Company, $240 million aggregate principal amount of the Company’s 4.25% Green Convertible Senior Notes due 2030 (the “Notes”), pursuant to a purchase agreement dated as of March 29, 2023, by and between the Company and the Initial Purchasers (the “Purchase Agreement”).

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STEM, INC. filing history →

Source: SEC EDGAR

accession 0001758766-23-000054

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