Intuitive Machines prices $300 million convertible notes offering

Intuitive Machines Inc. (NASDAQ: LUNR) priced $300 million in convertible senior notes due 2030 in a private offering to qualified institutional buyers. The space exploration company increased the offering size from the previously announced $250 million.

The notes carry a 2.5% annual interest rate and mature on October 1, 2030. Initial purchasers received an option to buy up to an additional $45 million in notes within 13 days of issuance. The offering is expected to close on August 18, 2025.

The notes convert at a rate of 76.2631 shares per $1,000 principal amount, equivalent to a conversion price of approximately $13.11 per share. This represents a 25% premium over the August 13 closing price of $10.49 per share on the Nasdaq Global Market.

Intuitive Machines estimates net proceeds of approximately $291.8 million after fees, or $335.5 million if purchasers exercise the full option. The company plans to use about $32 million for capped call transactions and the remainder for general corporate purposes, including operations, research and development, and potential acquisitions.

The notes will be senior unsecured obligations with semiannual interest payments beginning April 1, 2026. Conversion rights are limited to specific conditions before July 1, 2030, after which holders may convert at any time until maturity.

Intuitive Machines cannot redeem the notes before October 6, 2028. After that date, redemption requires the stock price to equal or exceed 130% of the conversion price for a specified period and other conditions to be met.

The company entered into capped call transactions with financial institutions to reduce potential dilution from conversions. The cap price is set at $20.98 per share, representing a 100% premium over the August 13 stock price.

You May Also Be Interested In