JWCA advises impinj on its upsized $190 million convertible and capped call transaction
September 2025 | read press release
Transaction Background
Impinj Inc. (“Impinj” or the “Company”) successfully raised $190 million (inclusive of greenshoe) in the convertible market at highly attractive terms (0.00% coupon and 37.5% conversion premium), while exchanging ~$190mm (~66%) of its outstanding 2027 convertible notes
The Company opportunistically raised capital at a very low cost while also taking advantage of the past month’s 25+% stock gain
Impinj’s objectives included:
Mitigate potential increased dilution-risk on the 2027 convertible and optimize capital structure
Protect against future equity dilution through a derivative overlay
JWCA provided extensive analysis on deal structuring and related items, including:
Refinancing roadmap, tactics and analysis
Convertible and derivative overlay structuring and tax implications
Convertible and capped call documentation to ensure maximum value and future efficiency/flexibility for the company
Execution timing and shareholder messaging
JWCA designed and ran a capped call auction process to achieve competitive terms
JWCA provided advice, support and analysis throughout the execution process
Results
Impinj’s convertible transaction was very well received by investors:
The transaction was multiple times oversubscribed, reflecting strong investor interest and demand in the Company’s convertible bond offering, ultimately leading to the deal being upsized
The 37.5% conversion premium priced outside of the marketed premium range (30.0 – 35.0%) to the Company's benefit
The Company simultaneously exchanged ~$190mm of its 2027 convertible notes (~66% of outstanding) at a minimal premium to the current bond trading price, delivering par value in cash and value above par in shares
Capped call auction process produced meaningful savings for Impinj, driving economics in the Company's favor