Axon (AXON) Announces Proposed $1.5B Notes Offering

Axon Enterprise, Inc. (Nasdaq: AXON) ("Axon") announced today that it intends to offer, subject to market and other conditions, $1,500.0 million aggregate principal amount of senior notes, comprising senior notes due 2030 (the "2030 Notes") and senior notes due 2033 (the "2033 Notes" and, together with the 2030 Notes, the "Notes") in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"). Axon intends to use the net proceeds of this offering for general corporate purposes, which may include, among other things, potentially repurchasing or redeeming Axon's 0.50% Convertible Senior Notes due 2027 (the "Existing Convertible Notes"), and providing capital to support Axon's growth and to acquire or invest in product lines, products, services or technologies.

The Notes of each series will be general senior unsecured obligations of Axon. As of the issue date, none of Axon's subsidiaries will guarantee the Notes. Following the issue date, each of Axon's existing and future domestic securities that guarantees Axon's existing revolving credit facility and certain other indebtedness, if any, subject to certain exceptions, will guarantee the Notes of each series.

The Notes will be offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act. The Notes have not been and will not be registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other security, and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other security in any jurisdiction in which such offer, solicitation, or sale is unlawful. This press release does not constitute an offer to purchase or a redemption notice in respect of the Existing Convertible Notes.

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