Intuitive Machines' Proposed Private Offering Sparks After-Hours Decline in LUNR Stock

Intuitive Machines (LUNR) shares are falling in extended trading after the company announced a proposed private offering of $250 million convertible senior notes due 2030. The net proceeds will be used for general corporate purposes, including operations, research and development, and potential acquisitions. Intuitive Machines had approximately $344.9 million of total cash and cash equivalents as of June 30.

Houston, TX - Intuitive Machines (NASDAQ: LUNR), a leading space exploration, infrastructure, and services company, has announced plans to issue $250 million in convertible senior notes due 2030 through a private offering to qualified institutional buyers. The company aims to use the proceeds for general corporate purposes, including operations, research and development, and potential acquisitions. This announcement comes as Intuitive Machines' shares are falling in extended trading.

The notes will be senior, unsecured obligations of Intuitive Machines, accruing interest at an annual rate payable semiannually in arrears starting April 1, 2026. They will mature on October 1, 2030, unless earlier converted, redeemed, or repurchased. The notes will be convertible into cash, shares of Intuitive Machines' Class A common stock, or a combination thereof, at the company's election. Intuitive Machines plans to enter into capped call transactions to manage potential dilution.

Intuitive Machines expects to use a portion of the net proceeds from the notes offering to pay for the capped call transactions, with the remainder used for general corporate purposes. If initial purchasers exercise their option to purchase additional notes, a portion of the net proceeds from the sale of the additional notes will be used for capped call transactions, with the remainder used for general corporate purposes.

The company's shares are trading lower in extended trading following the announcement. Intuitive Machines had approximately $344.9 million of total cash and cash equivalents as of June 30.

The notes will only be offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. Neither the notes nor the shares of Intuitive Machines' Class A common stock issuable upon conversion of the notes have been registered under the Securities Act or the securities laws of any other jurisdiction.

References:
[1] https://www.stocktitan.net/news/LUNR/intuitive-machines-announces-proposed-private-offering-of-leg0ettt3a7x.html