Fermi Inc. (FRMI) announced its intention to offer $350 million in convertible senior notes due 2031 to qualified institutional buyers. The company also disclosed it is deferring its previously announced plan to elect to be taxed as a real estate investment trust (REIT).
Key Details
- Note Offering: The offering is for $350 million in aggregate principal amount of convertible senior notes due 2031, with an option for purchasers to acquire an additional $52.5 million.
- Use of Proceeds: Net proceeds will fund privately negotiated capped call transactions to reduce potential stock dilution, with the remainder allocated for general corporate purposes.
- REIT Status Deferral: The company will not elect REIT status for its short taxable year ended December 31, 2025, as previously planned. It now expects to make the election for the taxable year ending December 31, 2026.
- Business Updates: The company is in advanced discussions to appoint a new CEO and is actively negotiating with potential tenants and joint venture partners. It also disclosed ongoing litigation with its former CEO.