UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
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Item 8.01Other Events.
On December 6, 2022, Axon Enterprise, Inc. (the “Company”) issued a press release announcing the pricing of its private offering (the “Notes Offering”) of $600 million aggregate principal amount of 0.50% convertible senior notes due 2027 (the “Notes”) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933 (the “Securities Act”). The Notes Offering was upsized from the previously announced offering of $500 million aggregate principal amount of Notes. The Company also granted the initial purchasers of the Notes an option to purchase up to an additional $90 million aggregate principal amount of the Notes, for settlement within a 13-day period beginning on, and including, the first date on which the Notes are issued. A copy of the press release announcing the pricing of the Notes is being furnished as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
In connection with the pricing of the Notes, the Company has entered into privately negotiated convertible note hedge transactions with certain of the initial purchasers of the Notes or their affiliates and other financial institutions (the “option counterparties”). The Company also entered into warrant transactions with the option counterparties.
The information included in this Current Report on Form 8-K is neither an offer to sell nor a solicitation of an offer to buy any securities.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
| Description |
99.1 | ||
101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document | |
104 | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: December 7, 2022 | Axon Enterprise, Inc. |
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By: | /s/ Brittany Bagley | ||
Brittany Bagley | |||
Chief Financial Officer and Chief Business Officer | |||