Larger Convertible Note Offering Priced by WisdomTree at $415 Million
WisdomTree, Inc. has priced an upsized offering of 4.625% convertible senior notes due August 15, 2030. The offering, which includes an option for an additional $60 million via a greenshoe, aims to provide capital for immediate strategic uses and general corporate purposes.
Key Terms of the Offering
The notes will mature in five years, on August 15, 2030, unless converted, repurchased, or redeemed earlier. They will bear interest at a rate of 4.625% per year, payable semi-annually starting February 15, 2026.
The conversion price for the notes is approximately $19.1545 per share, representing a 45% premium over the last trading price of $13.21/share on August 11, 2025. This equates to an initial conversion rate of about 52.2071 shares per $1,000 principal amount of notes. The notes are convertible at holders’ option prior to May 15, 2030, only if certain conditions and periods are met; thereafter, they can be converted at any time until two trading days before maturity.
Upon conversion, WisdomTree will pay cash up to the principal amount. For amounts over principal, the company may settle with cash, shares, or a combination.
Use of Proceeds
WisdomTree intends to use approximately $90 million of the net proceeds to repurchase approximately 6.8 million shares of its common stock. The company also plans to use approximately $37 million of the net proceeds to repurchase $24.0 million in 5.75% convertible senior notes due 2028.
The remaining proceeds will be used for the acquisition of Ceres Partners, LLC, and for general corporate purposes such as working capital and potential debt repayment.
Financial Flexibility and Equity Upside
This issuance enhances WisdomTree's financial flexibility to support growth initiatives, acquisitions, and capital structure optimization while maintaining avenues for equity conversion. The convertible notes are fixed-income instruments with potential equity upside, balancing fixed interest payments with conversion rights for noteholders.
Notes for Investors
The notes and the common stock issuable upon conversion of the notes, if any, have not been registered under the Securities Act or any state securities laws. This announcement is not an offer to sell or a solicitation of an offer to buy any of these securities.
The notes were only offered to qualified institutional buyers pursuant to Rule 144A under the Securities Act. Certain purchasers of the notes offered in the offering may establish a short position with respect to WisdomTree's common stock. Certain holders of the 2028 notes may enter into or unwind derivatives with respect to WisdomTree's common stock or purchase shares of its common stock in the market.
[1] WisdomTree Press Release [2] Bloomberg News [3] Reuters [4] Seeking Alpha [5] Greenshoe
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