Array Technologies Prices Upsized Offering Of $300 Mln Of 2.875% Convertible Senior Notes Due 2031

(RTTNews) - Array Technologies, Inc. (ARRY) announced that it has priced an upsized offering of $300 million in aggregate principal amount of 2.875% convertible senior notes due 2031 in a private placement. Previously, it intended to offer $250 million in aggregate principal amount of convertible senior notes due 2031.

The company has also granted the initial purchasers of the Notes an option to purchase, for settlement within a 13-day period from, and including the date on which the Notes are first issued, up to an additional $45 million in aggregate principal amount of Notes.

The Offering is expected to close on June 27, 2025, subject to the satisfaction of customary closing conditions.

The Notes will be senior, unsecured obligations of ARRAY, and will accrue interest at a rate of 2.875% per annum, payable semiannually in arrears on January 1 and July 1 of each year, beginning on January 1, 2026. The Notes will mature on July 1, 2031, unless earlier redeemed, repurchased or converted.

ARRAY estimates that the net proceeds from the Offering will be approximately $290.4 million or approximately $334.1 million if the initial purchasers exercise their option to purchase additional Notes in full, after deducting the initial purchasers' discounts and estimated expenses payable by ARRAY.

ARRAY intends to use $150 million of the net proceeds to repay outstanding indebtedness under its term loan facility, approximately $30.5 million of the net proceeds to fund the cost of entering into the capped call transactions and a portion of the net proceeds to fund repurchases of approximately $100 million in aggregate principal amount of its outstanding 1.00% Convertible Senior Notes due 2028 for approximately $78.3 million in cash, plus accrued and unpaid interest.

ARRAY intends to use any remaining net proceeds from the Offering for general corporate purposes, which may include additional repayments or repurchases of outstanding indebtedness.

On or after April 1, 2031, until the close of business on the second scheduled trading day immediately preceding the maturity date, the Notes will be convertible at the option of the holders of the Notes at any time regardless of these conditions. The initial conversion rate will be 123.1262 shares of ARRAY's common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $8.12 per share of ARRAY's common stock). The initial conversion price of the Notes represents a premium of approximately 27.5% over the last reported sale price of ARRAY's common stock on the Nasdaq Global Market on June 24, 2025.