# Moderna, Inc. (MRNA) — capital_raise/private_placement [announced]
Source: sec.gov · situation sit_70b4fce79041e691bf57 · public 1055539416626053211 · retrieved 2026-09-02T23:47:49.450Z

## Overview
Moderna, Inc. is a biotechnology company that develops mRNA-based vaccines and therapeutics, including oncology treatments.

Moderna, Inc. completed a private offering of $3,000,000,000 aggregate principal amount of 0.00% Convertible Senior Notes due 2032, including the full exercise of the initial purchasers' option to purchase an additional $400,000,000 aggregate principal amount, for a total of $3,400,000,000. The Notes were issued pursuant to an indenture dated September 1, 2026 with U.S. Bank Trust Company, National Association as trustee. The Notes bear no regular interest and will mature on March 1, 2032, unless earlier converted, redeemed or repurchased. The conversion rate is initially 4.7487 shares of common stock per $1,000 principal amount (equivalent to an initial conversion price of approximately $210.58 per share), representing a premium of approximately 47.5% over the last reported sale price of $142.77 per share on August 27, 2026. The Company's net proceeds were approximately $2,957.3 million after deducting discounts, commissions and offering expenses, with $328.8 million used to pay the cost of capped call transactions.

## Terms
- Counterparty: Initial purchasers (Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC as representatives) · Consideration: cash · Premium: 47.5% · Price/share: $210.58

## Key dates
- Announced 2026-09-01

## Timeline
- 2026-09-01 · 8-K (0001193125-26-378505): 8-K - Moderna, Inc. — *Moderna, Inc. is a biotechnology company that develops mRNA-based vaccines and therapeutics, including oncology treatments.* Moderna, Inc. completed a private offering of $3,000,000,000 aggregate principal amount of 0.00% Convertible Senior Notes due 2032, including the full exercise of the initial purchasers' option to purchase an additional $400,000,000 aggregate principal amount, for a total of $3,400,000,000. The Notes were issued pursuant to an indenture dated September 1, 2026 with U.S. Bank Trust Company, National Association as trustee. The Notes bear no regular interest and will mature on March 1, 2032, unless earlier converted, redeemed or repurchased. The conversion rate is initially 4.7487 shares of common stock per $1,000 principal amount (equivalent to an initial conversion price of approximately $210.58 per share), representing a premium of approximately 47.5% over the last reported sale price of $142.77 per share on August 27, 2026. The Company's net proceeds were approximately $2,957.3 million after deducting discounts, commissions and offering expenses, with $328.8 million used to pay the cost of capped call transactions.
  https://www.sec.gov/Archives/edgar/data/1682852/0001193125-26-378505.txt

## Citations
- 0001193125-26-378505 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526378505