Anthropic: Amazon Retains Ownership Cap, Partial Note Conversion at IPO

TechFlow news, Nov. 11 — According to Anthropic's updated prospectus, Amazon chose to retain the 12% ownership cap stipulated in its convertible notes for this IPO. The prospectus assumes approximately $579.3 million in principal amount of notes will convert into about 276.8 million non-voting Class N common shares before the offering is completed, with the exact number depending on the final offering size and the calculation of the ownership cap.

As of Sept. 30, Amazon held approximately $6.2 billion in principal amount of the related outstanding notes. The portion that cannot convert at the IPO due to the ownership cap will convert at the applicable price at the end of each fiscal quarter after listing, subject to the cap; Amazon may elect to waive the cap.

Source: TechFlow