Voyager Technologies, Inc./DE
For the period ended Nov 20, 2025. Filed Nov 25, 2025.
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Nov 20, 2025 · Filed Nov 25, 2025
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Contents
Option Notes
On November 20, 2025, the Company was notified by the initial purchasers of the Company’s 0.75% Convertible Senior Notes due 2030 (the “Original Notes”) issued in the previously announced private offering, which closed on November 12, 2025, that the initial purchasers had elected to partially exercise their option to purchase $25.0 million in aggregate principal amount of 0.75% Convertible Senior Notes due 2030 (the “Option Notes,” and together with the Original Notes, the “Notes”). On November 24, 2025, the Company closed on the issuance of the Option Notes to the initial purchasers. The net proceeds from the sale of the Option Notes were approximately $24.375 million after deducting the initial purchasers’ discounts and commissions. The Company used approximately $3.6 million of the net proceeds from the sale of the Option Notes to pay the cost of the Additional Capped Call Transactions described below.
The Option Notes have the same terms as the Original Notes issued on November 12, 2025 and were issued under the same Indenture as the Original Notes dated as of November 12, 2025, between the Company and U.S. Bank Trust Company, National Association, as trustee, which terms are described in the Company’s Current Report on Form 8-K filed on November 12, 2025 (the “Prior 8-K”). The summary of the foregoing transactions is qualified in its entirety by reference to the text of the Indenture, including the Form of Global Note attached as Exhibit A thereto, which was filed as Exhibit 4.1 to the Prior 8-K and is incorporated herein by reference.
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