Moderna, Inc. has proposed a private placement of $2.0 billion in zero-coupon convertible senior notes due in 2032, with an option for initial purchasers to acquire an additional $300 million. The notes carry no regular interest and no principal accretion, and net proceeds will fund capped-call transactions and general corporate purposes, which may include oncology investment and debt repayment. The capped call is expected to cover the shares initially underlying the notes and reduce potential dilution up to a cap price at least 150% above the common-stock price at pricing. However, final terms, including the initial conversion rate and hedge cost, are not yet disclosed, so the full dilution impact remains uncertain. The offering follows positive Phase 3 results for intismeran autogene in combination with pembrolizumab in adjuvant melanoma, which met its primary and secondary endpoints.
ConocoPhillips
Chevron CorpModerna IncPlans $2B convertible debt offering, potential dilution despite capped call.
