Cloudflare Inc. plans to offer $2.175 billion in convertible senior notes due 2031. Initial purchasers hold an option to buy an additional $325 million in notes. These senior unsecured obligations will pay interest semi-annually. The notes mature on August 15, 2031, unless converted or repurchased earlier.
Cloudflare may settle conversions using cash, Class A common stock, or a combination of both. The company will use a portion of the proceeds for capped call transactions to limit stock dilution. Remaining funds will support capital expenditures and debt repayment. Proceeds may also fund potential acquisitions.