The company said it priced $475 million of 4.75% convertible senior notes due 2027 in a private offering under Rule 144A, pricing them on June 4, 2024. The offering size was increased from the previously announced $450 million.

8-KOther EventsFiled Jun 4, 2024Period of report Jun 4, 2024Summary published (UTC) Oct 30, 2026

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The company said it priced $475 million of 4.75% convertible senior notes due 2027 in a private offering under Rule 144A, pricing them on June 4, 2024. The offering size was increased from the previously announced $450 million.
The company said it expects net proceeds of about $468 million after deducting initial purchasers' discounts and commissions and offering expenses, or $517.4 million if the initial purchasers exercise their option in full. It said it plans to use the proceeds for general corporate purposes, including debt repayment or refinancing, working capital and investments in its subsidiary Arizona Public Service Company.
Pinnacle West said the convertible notes will be senior unsecured obligations maturing on June 15, 2027, bearing a fixed interest rate of 4.75% per year, payable semiannually in arrears on June 15 and December 15, beginning on December 15, 2024. It also granted the initial purchasers an option to buy up to an additional $50 million of notes within 13 days.
The company set the initial conversion rate at 10.8338 shares of common stock per $1,000 principal amount of notes, equal to an initial conversion price of about $92.30. It said the price represents a premium of about 20% over the last reported sale price on June 3, 2024. Pinnacle West will pay cash up to the principal amount of any converted notes and will choose whether to settle the excess in cash, shares or a combination of both.

Summary

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Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Pinnacle West prices $475 million 4.75% convertible notes

The company said it priced $475 million of 4.75% convertible senior notes due 2027 in a private offering under Rule 144A, pricing them on June 4, 2024. The offering size was increased from the previously announced $450 million.

Source · Based on the filing body and exhibits

Net proceeds of about $468 million and use of proceeds

The company said it expects net proceeds of about $468 million after deducting initial purchasers' discounts and commissions and offering expenses, or $517.4 million if the initial purchasers exercise their option in full. It said it plans to use the proceeds for general corporate purposes, including debt repayment or refinancing, working capital and investments in its subsidiary Arizona Public Service Company.

Source · Based on the filing body and exhibits

Maturity, interest terms and purchase option

Pinnacle West said the convertible notes will be senior unsecured obligations maturing on June 15, 2027, bearing a fixed interest rate of 4.75% per year, payable semiannually in arrears on June 15 and December 15, beginning on December 15, 2024. It also granted the initial purchasers an option to buy up to an additional $50 million of notes within 13 days.

Source · Based on the filing body and exhibits

Conversion price and settlement method

The company set the initial conversion rate at 10.8338 shares of common stock per $1,000 principal amount of notes, equal to an initial conversion price of about $92.30. It said the price represents a premium of about 20% over the last reported sale price on June 3, 2024. Pinnacle West will pay cash up to the principal amount of any converted notes and will choose whether to settle the excess in cash, shares or a combination of both.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

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