Enhanced Convertible Bond Issue by WisdomTree, Valued at $415 Million
WisdomTree Announces $415 Million Convertible Notes Offering
In a recent announcement, WisdomTree, Inc. revealed plans for a private offering of convertible senior notes, totalling $415 million. The notes, due in 2030, bear an interest rate of 4.625% per year.
The offering is not an invitation to sell or buy these securities, and the notes and the common stock issuable upon conversion, if any, have not been registered under the Securities Act or any state securities laws.
Approximately $90 million of WisdomTree's common stock will be repurchased, with the price per share equal to the last reported price per share on August 11, 2025, which was $13.21.
The notes were only offered to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The notes will mature in 5 years, unless earlier converted, repurchased or redeemed. Approximately $25.8 million in aggregate principal amount of the 2028 notes are outstanding, and WisdomTree has already repurchased $24.0 million of its 2028 notes for approximately $37 million in cash.
WisdomTree anticipates recognizing a one-time loss of approximately $13 million in connection with these transactions. The conversion price of the notes is $19.1545.
The sale of the full $475 million aggregate principal amount of notes is expected to settle on August 14, 2025. The offering was increased from $400 million due to strong investor demand. Certain purchasers of the notes may establish a short position with respect to WisdomTree's common stock.
Holders of the notes will have limited investor put rights in certain change of control transactions or liquidation, dissolution, or common stock delisting events. Certain holders of the 2028 notes may enter into or unwind derivatives with respect to WisdomTree's common stock or purchase shares of its common stock in the market. The initial purchasers of the notes have an option to purchase up to an additional $60 million.
The net proceeds from the offering will be primarily used to pay the closing consideration for WisdomTree's acquisition of Ceres Partners, LLC, a U.S.-based alternative asset manager focused on farmland investments. This acquisition added about $1.85 billion in assets under management and delivered immediate scale and long-term upside to WisdomTree. Additionally, WisdomTree expects to use $275 million of the net proceeds to repay its remaining outstanding 5.75% convertible senior notes due 2028.
Finally, approximately $24.0 million of the remaining 5.75% Convertible Senior Notes due August 2028 will be repurchased. Holders of these notes will not have the right to require WisdomTree to repurchase or redeem all of the notes on any particular date, though they may request WisdomTree to repurchase or redeem their notes on certain dates in accordance with the terms of the notes.
Investors may find interest in the finance and investing aspects of WisdomTree's business, as the company recently announced a offering of convertible notes valued at $415 million, which could potentially lead to the derivatives of WisdomTree's common stock and have implications in certain change of control, liquidation, or delisting events.
The proceeds from the offering will be utilized by WisdomTree to finance its acquisition of Ceres Partners, LLC and repay its remaining outstanding 5.75% convertible senior notes, thus expanding its assets under management and strengthening its financial position.
