BridgeBio Pharma, Inc. 8-K

What Happened

• On January 21, 2026, BridgeBio Pharma, Inc. announced a private offering of $632.5 million aggregate principal amount of 0.75% Convertible Senior Notes due 2033 (the “Notes”) under an Indenture with U.S. Bank Trust Company as trustee. Net proceeds were approximately $619.3 million after underwriter discounts and offering expenses. BridgeBio also used about $82.5 million of cash on hand to repurchase 1,081,825 shares of its common stock concurrently with the closing.

Key Details

• Principal and terms: $632.5M aggregate principal; 0.75% interest, payable semiannually on Feb 1 and Aug 1 beginning Aug 1, 2026; maturity Feb 1, 2033.
• Conversion terms: initial conversion rate 9.0435 shares per $1,000 principal (≈ $110.58 per share equivalent); convertible into cash, shares or a combination at BridgeBio’s election; limited early conversion windows before Nov 1, 2032 and open conversion after Nov 1, 2032 until two trading days before maturity.
• Use of proceeds and related actions: BridgeBio intends to use net proceeds to repurchase, settle conversion obligations for, or repay a portion of its 2.50% Convertible Senior Notes due 2027 and for general corporate purposes; concurrently repurchased 1,081,825 shares at $76.26 per share (Jan 15, 2026 last sale price).
• Security and ranking: Notes are senior unsecured obligations, equal in payment priority to BridgeBio’s other unsubordinated liabilities (including certain existing convertible notes), effectively junior to secured debt and structurally junior to subsidiary liabilities.

Why It Matters

• The transaction raises substantial cash and extends BridgeBio’s debt maturity to 2033, which can provide liquidity and flexibility for operations and potential repayment of nearer-term convertible debt (2027 Notes). However, the Notes are convertible and carry an initial conversion price above current repurchase price, so conversion would dilute shareholders if holders convert into stock. The concurrent share repurchase reduced outstanding shares immediately but used $82.5M of cash. Investors should note the redemption/repurchase mechanics, ranking of the Notes relative to other obligations, and the company’s forward‑looking statements and risk disclosures in the filing.