Liberty Energy upsizes convertible notes offering to $475 million

Liberty Energy Inc. (NYSE: LBRT) priced $475 million in convertible senior notes due 2032, increasing the offering size from a previously announced $450 million, according to a company statement.

The Denver-based energy services company granted initial purchasers an option to buy an additional $50 million of the notes within 13 days of issuance. The sale is expected to close around March 30, 2026.

The zero-coupon notes will mature March 1, 2032, and can be converted into Liberty's Class A common stock at an initial rate of 26.7094 shares per $1,000 principal amount. This equates to a conversion price of approximately $37.44 per share, representing a 30% premium over Liberty's March 25 closing price of $28.80.

Liberty may redeem the notes starting March 1, 2029, if its stock price reaches at least 130% of the conversion price for 20 trading days within any 30-day period. Holders can require Liberty to repurchase the notes if the company undergoes a fundamental change.

The company estimates net proceeds of approximately $462.5 million, or $511.3 million if the purchaser option is exercised fully. Liberty plans to use about $69.8 million for capped call transactions and the remainder for general corporate purposes.

Liberty entered into capped call transactions with initial purchasers and other financial institutions covering shares underlying the notes. The cap price was set at approximately $72 per share, representing a 150% premium over the March 25 stock price.

The notes were offered privately to qualified institutional buyers under Rule 144A and have not been registered under federal securities laws.

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