Pitney Bowes prices $200 million convertible notes offering

August 5, 2025 11:53 PM EDT

Pitney Bowes Inc. (NYSE: PBI) announced the pricing of its private offering of $200 million aggregate principal amount of 1.50% convertible senior notes due 2030. The company has granted initial purchasers an option to purchase up to an additional $30 million aggregate principal amount of the notes within 13 days of issuance.



The sale is expected to close on August 8, 2025, subject to customary closing conditions. The company estimates net proceeds of approximately $192.4 million, or $221.4 million if the full option is exercised, after deducting discounts, commissions and estimated offering expenses.



Pitney Bowes plans to use approximately $21.5 million of proceeds to fund capped call transactions and about $61.9 million to repurchase shares of its common stock in privately negotiated transactions. The remainder will be used for general corporate purposes and strategic investments, which may include business reinvestments, debt repayment or refinancing.



The convertible notes will be senior unsecured obligations guaranteed by the company's existing and future wholly owned U.S. subsidiaries that guarantee its existing credit agreement or senior notes. The notes will accrue interest at 1.50% per annum, payable semi-annually, and mature on August 15, 2030.



The initial conversion rate is 70.1533 shares of common stock per $1,000 principal amount of notes, equivalent to a conversion price of approximately $14.25 per share. This represents a premium of approximately 27.5% to the $11.18 closing price of the company's common stock on the New York Stock Exchange on August 5, 2025.



The company may not redeem the notes prior to August 21, 2028. After that date, it may redeem all or part of the notes if its stock price has been at least 130% of the conversion price for at least 20 trading days during any 30 consecutive trading day period.



The offering is being made to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933.


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