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AI brief of an SEC Form 8-K · Guidewire Software (GWRE)

Guidewire issues $690 million of 1.25% convertible senior notes due 2029

Neutral Impact 3 of 5 financing Written later

Guidewire Software issued $690 million of 1.25% convertible senior notes due November 1, 2029 on October 18, 2024, including $90 million from the initial purchasers' option. The company used part of the proceeds to buy the cost of capped call transactions and to retire about $120.9 million of its 1.25% convertible notes due March 2025, which the press release said could affect the stock price around the pricing. Shareholders face potential dilution from conversions, which the capped calls are intended to reduce up to a cap price of about $329.33 per share.

Key points

  • Notes: $690 million principal, 1.25% annual interest, maturing November 1, 2029, issued October 18, 2024
  • Initial conversion price about $244.65 per share, a premium of about 30% over the $188.19 close on October 15, 2024
  • Capped call transactions cost about $58.8 million, with a cap price of about $329.33 per share
  • About $200.5 million of net proceeds was earmarked to retire about $120.9 million of 2025 notes

The filing

CompanyGuidewire Software (GWRE)
Form8-K, current report
Filed with the SECOct 18, 2024, 4:52 PM ET
Accession number0001193125-24-239688

Items reported: 1.01 Material Definitive Agreement2.03 New Direct Financial Obligation3.02 Unregistered Equity Sale8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 1:12 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on October 18, 2024.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.