ARLINGTON, Va., Dec. 10, 2024 (GLOBE NEWSWIRE) -- Fluence Energy, Inc. (Nasdaq: FLNC) ("Fluence" or the "Company"), a global market leader delivering intelligent energy storage, operational services, and asset optimization software, today announced that it has upsized and priced an offering of $350.0 million aggregate principal amount of 2.25% convertible senior notes due 2030 (the "Notes"). The offering size was increased from the previously announced offering size of $300.0 million aggregate principal amount of Notes. The issuance and sale of the Notes are scheduled to settle on December 12, 2024, subject to customary closing conditions. Fluence also granted the initial purchasers of the Notes an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $50.0 million aggregate principal amount of the Notes. The Notes are being offered in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act.

The Notes will be senior, unsecured obligations of Fluence, will accrue interest payable semi-annually in arrears and will mature on June 15, 2030, unless earlier repurchased, redeemed or converted. Before March 15, 2030, noteholders will have the right to convert their Notes in certain circumstances and specified periods. From and after March 15, 2030, noteholders may convert their Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Fluence will settle conversions by paying or delivering, as applicable, cash, shares of its Class A common stock ("Class A common stock") or a combination of cash and shares of its Class A common stock, at Fluence's election. The initial conversion rate is 46.8472 shares of Class A common stock per $1,000 principal amount of Notes, which represents an initial conversion price of approximately $21.35 per share of Class A common stock and approximately a 30% premium to the last reported sale price per share of the Company's Class A common stock on December 10, 2024.The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events.