HIMS prices $350 million convertible notes offering for expansion plans

Hims & Hers Health Inc. (NYSE: HIMS) announced the pricing of $350 million in convertible senior notes due 2032, increasing the offering size from the previously announced $300 million. The notes carry a 0% interest rate and are being offered privately to qualified institutional buyers.

The company plans to use proceeds to support international expansion, including its proposed acquisition of Eucalyptus expected to close in mid-2026. Additional funds will go toward technology and fulfillment infrastructure investments and scaling artificial intelligence capabilities.

The notes will mature on June 1, 2032, with an initial conversion rate of 33.8590 shares of Class A common stock per $1,000 principal amount. This represents a conversion price of approximately $29.53 per share, a 32.5% premium over the May 18 closing price of $22.29 per share.

Hims & Hers granted initial purchasers an option to buy an additional $52.5 million of notes within 13 days of issuance. The company estimates net proceeds of approximately $338.5 million after fees and expenses, or $389.5 million if the additional notes option is fully exercised.

The company entered into capped call transactions with financial institutions to reduce potential dilution from note conversions. The cap price was set at approximately $50.15 per share, representing a 125% premium over the May 18 stock price.

Notes can be redeemed by the company starting June 6, 2029, if the stock price exceeds 130% of the conversion price for a specified period. Noteholders may require repurchase if a fundamental change occurs.

The offering is scheduled to settle on May 21, 2026, subject to customary closing conditions.

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