UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01. | Other Events. |
Opendoor Technologies Inc. (the “Company”) announced that it has entered into separate, privately negotiated repurchase agreements with a limited number of holders of its 0.25% Convertible Senior Notes due 2026 (the “Notes”) to repurchase (the “Repurchases”) approximately $186 million aggregate principal amount of the Notes at approximately a 46.5% discount to par value, inclusive of accrued interest. The repurchase price payable by the Company will be paid in cash.
The Company has previously entered into capped call transactions with certain financial institutions in connection with the Notes. All of these transactions are expected to remain in effect notwithstanding the Repurchases.
The Repurchases are expected to close on March 20, 2023, subject to the satisfaction of customary closing conditions. Following such closings, approximately $792 million principal amount of the Notes will remain outstanding.
The information contained in Current Report on Form 8-K is furnished pursuant to Item 8.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
SIGNATURES
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.
| Opendoor Technologies Inc. | ||||||
| Date: March 15, 2023 | By: | /s/ Christina Schwartz | ||||
| Name: | Christina Schwartz | |||||
| Title: | Interim Chief Financial Officer & Chief Accounting Officer | |||||