Follow-Up: Meta Prices Concurrent Offerings: Depositary Shares at $50 for About $12.5 Billion, Class A Common Stock Offering Upsized to $25.0 Billion in Forward Sale Agreements
MENLO PARK, California — Meta Platforms, Inc. (Nasdaq: META) on October 26 announced the pricing of its previously announced concurrent separate underwritten public offerings. The first is an offering of 250,000,000 series A depositary shares, each representing a 1/20th interest in a share of newly issued 6.50% Series A Mandatory Convertible Preferred Stock, at a public offering price of $50 per depositary share. The second is an offering of $25.0 billion of Class A common stock in connection with forward sale agreements, at a public offering price of $625.00 per share; the common stock offering was upsized from the previously announced $22.5 billion.
For the depositary shares offering, Meta has granted the underwriters a 30-day option to purchase up to an additional 37,500,000 depositary shares to cover over-allotments. Net proceeds from the offering will be approximately $12.5 billion, or approximately $14.3 billion if the over-allotment option is exercised in full, after deducting the underwriting discount and estimated offering expenses, and Meta intends to use them for general corporate purposes. The preferred stock accumulates dividends at 6.50% per annum on its $1,000 per-share liquidation preference, payable, when declared, on February 15, May 15, August 15 and November 15 of each year beginning February 15, 2027; unless earlier converted, each preferred share will automatically convert on or about August 15, 2029, into between 1.3620 and 1.6000 shares of Class A common stock, with each depositary share converting into between 0.0681 and 0.0800 shares. Meta has applied to list the depositary shares on the Nasdaq Global Select Market under the symbol "METAM," and the offering is expected to close on October 29, 2026.
For the common stock offering, Meta has entered into forward sale agreements with Morgan Stanley Capital Services LLC and Goldman Sachs & Co. LLC, as forward purchasers, initially covering an aggregate of 40,000,000 shares of Class A common stock; the forward purchasers or their affiliates are expected to borrow and sell to the underwriters an aggregate of 40,000,000 shares, and the offering is expected to close on October 29, 2026. Meta has also granted the underwriters a 30-day option to purchase up to $3.75 billion of additional Class A common stock. Meta does not expect to initially receive any proceeds from the common stock offering; at an initial forward price of approximately $622.92 per share, it expects to receive net proceeds of approximately $24.9 billion upon settlement of the forward sale agreements, expected on or before November 19, 2027, or approximately $28.7 billion if the underwriters exercise their additional-share option in full, in each case for general corporate purposes.
Neither offering is conditioned on the completion of the other. Morgan Stanley and Goldman Sachs & Co. LLC are acting as lead joint bookrunning managers, and Allen & Company LLC, BDT & MSD, Centerview Partners, Jefferies, Lazard, and The Raine Group are acting as co-managers. A registration statement on Form S-3 relating to the securities has been filed with the Securities and Exchange Commission (SEC) and has become effective.
Source: GSM · USA (original Chinese edition)
Photo: 图：Meta 公司标志。图片：维基共享资源，公共领域。 / The Meta Platforms logo. Image: Wikimedia Commons, public domain.
- 2026-10-26Meta Launches About $35 Billion in Dual Offerings: $22.5 Billion Class A Forward Sale and 250 Million Convertible Preferred Depositary Shares
- 2026-10-26Follow-Up: Meta Prices Concurrent Offerings: Depositary Shares at $50 for About $12.5 Billion, Class A Common Stock Offering Upsized to $25.0 Billion in Forward Sale AgreementsThis story
- 2026-10-27Follow-Up: Nvidia Invests $3 Billion in Meta's Equity Offering as the Two Deepen Muse AI Agent Partnership
