IREN prices $1.6 billion share offering to repurchase convertible notes

IREN Limited (NASDAQ: IREN) announced the pricing of a registered direct offering of 39,699,102 ordinary shares at $41.12 per share, generating approximately $1.6 billion in gross proceeds. The offering is expected to close December 8, 2025.

The company simultaneously entered into privately negotiated transactions to repurchase approximately $544.3 million in aggregate principal amount of existing convertible notes for approximately $1.6 billion, including accrued interest. The repurchase covers $227.7 million of 3.25% convertible senior notes due 2030 and $316.6 million of 3.50% convertible senior notes due 2029.

IREN also priced a separate private offering of $2 billion in new convertible notes, consisting of $1 billion in 0.25% convertible senior notes due 2032 and $1 billion in 1.00% convertible senior notes due 2033. Initial purchasers have options to purchase up to an additional $150 million of each series.

The company plans to use proceeds from the share offering and new convertible notes to fund $174.8 million in capped call transactions, repurchase existing convertible notes, and support general corporate purposes and working capital. The repurchased convertible notes will be extinguished and no longer convertible into ordinary shares.

Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are serving as placement agents for the offering. The completion of each transaction is independent and not contingent on the others, according to the company's statement.

IREN describes itself as an AI cloud service provider delivering large-scale GPU clusters for AI training and inference, with data centers in renewable energy regions across the United States and Canada.

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