GoPro Inc. announced that it proposes to offer $100.0 million aggregate principal amount of convertible senior notes due 2025.

The notes are to be offered and sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. GoPro also intends to grant the initial purchasers of the notes an option to purchase, within a 13-day period from, and including the date on which the notes are first issued, up to an additional $15.0 million aggregate principal amount of notes.

The notes will be senior, unsecured obligations of GoPro, and interest will be payable semiannually in arrears. The notes will mature on November 15, 2025, unless earlier converted, redeemed or repurchased in accordance with the terms of the notes.

GoPro intends to use a portion of the net proceeds to pay the cost of capped call transactions related to the offering. The capped call transactions are expected generally to reduce the potential dilution to the common stock upon any conversion of the notes and/or offset any cash payments GoPro is required to make in excess of the principal amount of converted notes. GoPro intends to use the remaining net proceeds for general corporate purposes, which may include, among other things, repaying indebtedness and expanding its current business through acquisitions of, or investments in, other businesses, products or technologies.

Photo courtesy GoPro