BROOMFIELD, Colo., July 24 –DigitalOcean Holdings, Inc. (NYSE: DOCN), the AI-Native Cloud, purpose-built for inference and agentic workloads, today announced the closing of a private repurchase (the “Repurchase”) of approximately $472 million of its 0.00% convertible senior notes due 2030 (the “2030 Convertible Notes”) and a registered direct offering of shares of common stock to holders of 2030 Convertible Notes participating in the Repurchase (the “Registered Direct Offering”).
As a result of this Registered Direct Offering, DigitalOcean issued approximately 12.5 million shares of its common stock at a price of $117.54 per share. The Company used the net proceeds from the Registered Direct Offering to fund the Repurchase. Cash on hand was used to pay transaction related fees.
- The price of $117.54 per share equaled the volume-weighted average price of DigitalOcean’s common stock on July 15, 2026
- 96% of the issued shares related to the retirement of the 2030 Convertible Notes
- 4% of the issued shares related to the premium paid to note holders. To offset the dilution from this premium, the Company intends to opportunistically repurchase approximately 500 thousand shares.
- As a result of these transactions, there will be no share count dilution.
Approximately $153 million of the 2030 Convertible Notes remains outstanding after the Repurchase.
“Retiring a substantial portion of our 2030 Convertibles Notes strengthened our balance sheet and freed capacity to fund our expansion while maintaining reasonable leverage. In addition, we accomplished this with no dilution and minimal use of cash, which is further evidence of our disciplined execution,” said Matt Steinfort, Chief Financial Officer of DigitalOcean. “Demand for our differentiated AI Native Cloud continues to exceed supply, and this transaction gives us added flexibility to invest to serve our customers’ and potential customers’ rapidly growing demand for both inference and agentic workloads.”
J. Wood Capital Advisors LLC acted as financial advisor for the Registered Direct Offering.