Block, Inc. has successfully priced $2.0 billion in principal amount of its 6.50% senior notes due 2032 (referred to as the “Notes”) in a private placement targeting qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended, and outside the United States to non-U.S. persons under Regulation S of the Act. This offering size represents an increase from the initially planned $1.5 billion. Settlement of the Notes is expected to occur on May 9, 2024, subject to customary closing conditions. Interest on the Notes will be payable semi-annually in arrears, commencing from November 15, 2024.
The Notes will mature on May 15, 2032, unless earlier repurchased or redeemed. In the event of certain change of control circumstances, holders of the Notes have the right to require Block to repurchase them at a price equal to 101% of the principal amount, plus any accrued and unpaid interest. Prior to May 15, 2027, Block retains the option to redeem any or all of the Notes at a price equal to 100% of the principal amount, plus a “make-whole” premium and accrued interest up to, but not including, the redemption date. From May 15, 2027, Block may redeem any or all of the Notes at specified prices, along with accrued and unpaid interest.
Block intends to utilize the net proceeds from this offering for general corporate purposes. This includes potential repayment of existing debt under its notes, strategic acquisitions, capital expenditures, investments, and working capital.
It’s important to note that this announcement does not constitute an offer to sell or a solicitation of an offer to buy the Notes. The Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction. Therefore, unless registered, the Notes may not be offered or sold in the United States except pursuant to an applicable exemption from registration requirements under the Securities Act and applicable state laws.
