Form 8-K · Current Report · Filed 2025-06-17
Cloudflare Announces $2 Billion Convertible Notes Offering and Credit Agreement Amendment
Cloudflare, Inc. issued $2 billion aggregate principal amount of 0% Convertible Senior Notes due 2030. The notes can be converted into shares of Cloudflare's Class A common stock at an initial conversion price of $247.67 per share, representing a 45% premium to the last reported sale price. The offering also includes capped call transactions to offset potential dilution upon conversion. Additionally, Cloudflare amended its credit agreement to adjust the consolidated total net leverage ratio. The net proceeds from the offering will be used for general corporate purposes, including potential acquisitions and strategic transactions.
- Filer
- Cloudflare Inc. NET · NYSE
- Filed
- Accession
- 0001104659-25-060250
- CIK
- 0001477333
- Signal
- Medium impactTechnology
- Source
- Official filing on sec.gov ↗
Items reported
Entry into a Material Definitive Agreement
Creation of a Direct Financial Obligation
Unregistered Sales of Equity Securities
Other Events
Financial Statements and Exhibits
Market reaction
Close before filing
$179.27
Next session
+1.2%
Since filing
+55.6%
Latest close
$278.98
What happened, not what will happen — closing prices around the filing date.
Precedent
Previous filings from NET reporting the same item, with the next session's move:
Exhibits (5)
About Cloudflare Inc.
Cloudflare Inc. is a technology company specializing in web infrastructure and website security services. Its primary purpose is to enhance the performance and security of internet-connected assets, operating across a variety of sectors such as e-commerce, finance, healthcare, and more. Cloudflare offers a comprehensive suite of services, including content delivery network (CDN) capabilities, Distributed Denial of Service (DDoS) protection, internet security, and domain name server (DNS) solutions. By optimizing the speed and safety of websites and applications, Cloudflare plays a crucial role in ensuring seamless and secure digital experiences for users. Positioned at the forefront of internet security and network optimization, Cloudflare is essential in supporting the robust operations of millions of websites and applications worldwide, making it a pivotal entity in the digital economy. Its services cater not only to large-scale enterprises but also to smaller businesses and individual users, contributing significantly to global internet stability and efficiency.
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