PureCycle Technologies, Inc. - Convertible Senior Notes and Equity Offering

On June 10, 2026, PureCycle Technologies, Inc. entered into an underwriting agreement with Morgan Stanley & Co. LLC for a registered offering of $250 million in 4.75% convertible senior notes due 2032. The offering, which included an additional $37.5 million to cover over-allotments, closed on June 15, 2026, with net proceeds of approximately $278.3 million. The company also entered into an indenture for these notes, which mature on July 1, 2032, and bear a 4.75% annual interest. Holders can convert notes to cash or common stock under certain conditions. The company may redeem the notes starting July 6, 2029. Additionally, PureCycle Technologies entered into a separate underwriting agreement on June 10, 2026, with Morgan Stanley & Co. LLC for the sale of 17,570,200 shares of common stock at $8.21 per share. An option for an additional 2,283,800 shares was exercised, bringing the total to 19,854,000 shares. This equity offering closed on June 15, 2026, with net proceeds of approximately $154.2 million. The company also entered into repurchase agreements on June 10, 2026, to repurchase approximately $216.0 million in aggregate principal amount of its 7.25% Green Convertible Senior Notes due 2030 for $246.3 million in cash. These repurchases were expected to settle around June 15, 2026, reducing the outstanding principal of the Green Convertible Notes to approximately $34.0 million.