Bandwidth targets private offering of $275 million convertible senior notes due 2032

Bandwidth Inc. Class A

BAND

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Bandwidth plans a Rule 144A private offering of USD 275 million Convertible Senior Notes due 2032, with a 13-day option for USD 41.25 million more.
Notes are senior unsecured, pay semiannual interest, convert into cash, Class A shares, or a mix at Bandwidth’s election.
Proceeds earmarked for capped call costs, repurchases of up to USD 10 million of Class A stock, partial buyback of 0.50% convertible senior notes due 2028.
Remaining funds targeted for credit facility repayment, working capital, general corporate purposes.
Potential Class A shares on conversion would be unregistered, offered only under an exemption from Securities Act registration.

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