IREN Limited announced on October 15, 2025 that it had closed a private offering of $1.0 billion aggregate principal amount of 0.00% convertible senior notes due 2031. The notes were sold to qualified institutional buyers under Rule 144A and were oversubscribed, with initial purchasers exercising an option to purchase an additional $125 million in principal.
The net proceeds from the transaction were approximately $979 million after discounts, commissions, and estimated offering expenses. IREN used the proceeds to enter into capped call transactions with one of the initial purchasers, covering the ordinary shares underlying the notes. The capped call transactions set a cap price of $120.18 per share, a 100% premium over the last reported share price of $60.09 on October 8, 2025, and are designed to mitigate dilution upon conversion or cash payments.
The issuance of the 0.00% convertible notes strengthens IREN’s balance sheet and provides a low‑cost, long‑term capital source to support its ongoing expansion of AI data center infrastructure and other growth initiatives. The notes are governed by an indenture dated October 14, 2025, with U.S. Bank Trust Company as trustee.
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