Impinj to exchange $56.3M in convertible notes due 2027

Impinj, Inc. (Nasdaq: PI) has entered into privately negotiated exchange agreements with certain holders of its outstanding 1.125% Convertible Senior Notes due 2027, according to a company statement.

Under the agreements, Impinj will exchange approximately $56.5 million in cash and approximately 188,451 shares of common stock for $56.3 million in aggregate principal amount of the 2027 Notes. The company said it will use cash on hand to fund the transaction.

The cash and share amounts are subject to adjustment during a two-day measurement period ending September 14, 2026, and are based on an assumed price per share equal to the closing price of Impinj common stock on the Nasdaq Global Select Market on the date of the applicable exchange agreement. The actual amounts of cash paid and shares issued could vary depending on changes in the trading price during the measurement period.

Closing of the exchange is expected to take place on or about September 16, 2026. Following the closing, approximately $1.0 million in aggregate principal amount of the 2027 Notes will remain outstanding.

The transaction is being conducted as a private placement under the exemption from registration requirements provided by Section 4(a)(2) of the Securities Act, and shares are being offered only to persons believed to be qualified institutional buyers under Rule 144A.

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