IREN Limited (NASDAQ: IREN) announced plans to offer $2 billion in convertible senior notes due 2033 through a private placement to qualified institutional buyers, according to a company statement.

The AI cloud provider also plans to grant initial purchasers an option to purchase up to an additional $300 million in notes within 13 days of the initial issuance.

The notes will be senior unsecured obligations that mature December 1, 2033, with interest paid semi-annually. Noteholders may convert their notes under certain circumstances, with IREN able to settle conversions through cash, ordinary shares, or a combination of both.

IREN may redeem the notes starting June 6, 2030, if its share price exceeds 130% of the conversion price for a specified period and other conditions are met. The redemption price equals the principal amount plus accrued interest.

The company plans to use proceeds to fund capped call transactions and for general corporate purposes. These capped call transactions are designed to reduce potential dilution from note conversions and offset cash payments above the principal amount of converted notes.

In connection with the offering, IREN expects to terminate portions of existing capped call transactions related to its outstanding 3.50% convertible notes due 2029 and 3.25% convertible notes due 2030.

The company stated that option counterparties may engage in derivative transactions and share purchases around the pricing, which could affect IREN's stock price and the notes' trading price.

IREN operates as a vertically integrated AI cloud provider with data centers and GPU clusters for AI training and inference, supported by renewable energy resources across North America, Europe, and Asia-Pacific.

The notes and any shares issuable upon conversion will not be registered under the Securities Act of 1933 and cannot be offered or sold without an exemption from registration requirements.