Tandem Diabetes Care prices $265M convertible notes offering

Tandem Diabetes Care Inc. (NASDAQ: TNDM) announced the pricing of $265 million in convertible senior notes due 2032, increasing from a previously announced $200 million offering. The diabetes technology company said the notes will carry a 0.00% interest rate and mature on March 15, 2032.

The company granted initial purchasers an option to buy up to an additional $35 million in notes within 13 days of issuance. The sale is expected to close on February 27, 2026, subject to customary closing conditions.

Tandem estimates net proceeds of approximately $256.7 million, or $290.7 million if the full option is exercised, after deducting discounts and expenses. The company plans to use about $13.5 million for capped call transactions and the remainder for general corporate purposes, including potential acquisitions, working capital, and capital expenditures.

The notes can be converted at an initial rate of 27.0362 shares per $1,000 principal amount, equivalent to a conversion price of approximately $36.99 per share. This represents a 37.5% premium over the February 24 closing price of $26.90 per share.

Holders may convert notes only under specified conditions before December 15, 2031, and at any time thereafter until maturity. Tandem may redeem the notes starting March 20, 2029, if its stock price reaches at least 130% of the conversion price for 20 trading days within any 30-day period.

The company entered into capped call transactions to offset potential dilution from note conversions, with a cap price of $47.075 per share, representing a 75% premium over the February 24 stock price.

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