Indie Semiconductor Completes $218.5 Million Convertible Notes Offering

Indie Semiconductor, a leading automotive solutions innovator listed on the Nasdaq under the symbol INDI, has successfully finalized a private offering of 3.50% Convertible Senior Notes due 2029. The transaction, which closed on December 6, 2024, saw the sale of $218.5 million aggregate principal amount of the convertible notes.

The offering, initially announced on December 3, 2024, involved a purchase agreement with Deutsche Bank Securities Inc. acting as the representative of several initial purchasers. The initial offering of $190 million was oversubscribed, prompting the exercise of an option by the initial purchasers to acquire an additional $28.5 million worth of notes.

According to details outlined in the Indenture signed between Indie Semiconductor and U.S. Bank Trust Company, National Association, trustee for the offering, the Notes carry an interest rate of 3.50% per annum. The Notes, maturing on December 15, 2029, provide flexibility for conversion into cash, shares of the company’s Class A common stock, or a mix of both, at an initial conversion rate of 194.6188 shares per $1,000 principal amount.

In connection with the pricing of the Notes, Indie Semiconductor engaged in capped call transactions with several financial institutions. These transactions, which cover the shares underlying the Notes, are structured to help offset potential dilution upon conversion or balance any excess cash payments required beyond the principal amount of the converted Notes, with a cap price initially set at $8.06 per share.

The Notes are subject to certain conditions for conversion outlined in the Indenture, providing holders with conversion opportunities based on specific market conditions or corporate events.

Regarding the use of funds, the offering is expected to result in net proceeds of approximately $183.3 million, after fees and expenses. Indie Semiconductor anticipates allocating a portion of the net proceeds to cover the cost of the capped call transactions and intends to utilize the remaining funds for working capital, general corporate purposes, and potential acquisitions.

While the Notes and the underlying shares have not been registered under the Securities Act of 1933, or any state securities laws, Indie Semiconductor remains committed to compliance and will not offer these securities for sale in the United States without proper registration or eligibility for exemption from registration requirements.

As of the announcement on December 3, 2024, the Company issued a press release detailing the successful pricing of the Notes, reinforcing its dedication to fostering innovative automotive solutions in the semiconductor industry.

For more information on these developments and Indie Semiconductor’s future business endeavors, interested parties are encouraged to refer to the company’s recent filings with the Securities and Exchange Commission for a comprehensive overview of risk factors and performance insights.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read indie Semiconductor’s 8K filing here.

indie Semiconductor Company Profile

indie Semiconductor, Inc provides automotive semiconductors and software solutions for advanced driver assistance systems, autonomous vehicle, in-cabin, connected car, and electrification applications in the United States, South America, rest of North America, Greater China, South Korea, rest of the Asia Pacific, and Europe.