DigitalOcean repurchases $472M in convertible notes via stock offering

DigitalOcean Holdings, Inc. (NYSE: DOCN) announced the closing of a private repurchase of approximately $472 million in aggregate principal of its 0.00% convertible senior notes due 2030, funded through a concurrent registered direct offering of common stock.

As part of the transaction, DigitalOcean issued approximately 12.5 million shares of common stock at $117.54 per share, a price equal to the volume-weighted average price of the stock on July 15, 2026. The net proceeds from the share offering were used to fund the repurchase, with cash on hand covering transaction-related fees.

According to the company, 96% of the issued shares were tied to the retirement of the convertible notes, while the remaining 4% covered a premium paid to noteholders. To offset dilution from the premium, DigitalOcean said it intends to repurchase approximately 500,000 shares. The company stated the net result would be no share count dilution.

Approximately $153 million of the 2030 convertible notes remains outstanding following the transaction.

"Retiring a substantial portion of our 2030 Convertible Notes strengthened our balance sheet and freed capacity to fund our expansion while maintaining reasonable leverage," said Matt Steinfort, Chief Financial Officer of DigitalOcean. "We accomplished this with no dilution and minimal use of cash."

J. Wood Capital Advisors LLC served as financial advisor for the registered direct offering.

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