Xometry greenshoe exercised, lifts 1% convertibles to $287.5 million

By Wendy Van Sickle

Columbus, Ohio, Feb. 11 – Xometry Inc. issued an additional $37.5 million of 1% convertible notes due Feb. 1, 2027 pursuant to the underwriters’ full exercise of the greenshoe, lifting the total size of the deal to $287.5 million, according to an 8-K filing with the Securities and Exchange Commission.

The company priced the initial $250 million of the convertible notes after the market close on Feb. 2 at par at the cheap end of talk with an initial conversion premium of 27.5%, as previously reported.

Price talk was for a coupon of 0.5% to 1% and an initial conversion premium of 27.5% to 32.5%.

Goldman Sachs & Co. LLC (lead left), J.P. Morgan Securities LLC and BofA Securities Inc. were bookrunners for the Rule 144A offering.

The notes are non-callable until Feb. 5, 2025 and then are subject to a 130% hurdle.

They are putable upon a fundamental change. There is dividend protection.

The notes will be settled in cash, shares or a combination of both at the company’s option.

Net proceeds are expected to be $278.3 million with the greenshoe exercised in full.

Proceeds will be used for general corporate purposes, which may include future acquisitions or strategic investments.

Xometry is a Rockville, Md.-based industrial parts marketplace.

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