Mallesons has advised NEXTDC Limited (ASX: NXT) on its A$1.1 billion convertible notes offering, providing committed funding for the continued delivery and expansion of its Australian data centre development pipeline.
NEXTDC is an ASX 50-listed technology company and data centre operator providing critical digital infrastructure for cloud computing providers, enterprises and government.
The convertible notes, due in September 2031 and subordinated, were priced following a bookbuild to eligible institutional investors and a delta placement. The notes are convertible into fully paid NEXTDC ordinary shares, unless NEXTDC elects to settle a conversion in cash.
NEXTDC has also entered into capped call transactions designed to reduce the economic cost of potential dilution on conversion. The transaction comes as NEXTDC continues to invest in new data centre capacity to meet growing customer demand, including AI-driven demand. Settlement occurred on 17 September 2026.
The Mallesons team was led by M&A Partner Paul Schroder, supported by Banking and Finance Partners Andrew Maynes and Philip Harvey, as well as Special Counsel Mitchell Fairbairn and solicitors Bella Kidman, Amy Ling and Georgia Weeden.
The capped call transaction was led by Derivatives Partner Max Allan, with support from solicitor Layton Hubble.
Commenting on the deal, Paul Schroder said:
“We are delighted to have worked with the outstanding NEXTDC and Cadence Advisory teams to access the convertible note capital pools, enhancing NEXTDC’s balance sheet flexibility with efficient capital at low cash coupons and shares issued at a significant premium to the current share price.”
Andrew Maynes who has worked on all of NEXTDC’s capital raising initiatives this year added:
“The subordinated structure provides NEXTDC with additional funding flexibility while preserving senior debt capacity and balance sheet flexibility.”
Max Allan noted:
“We are increasingly seeing issuers use the enhancing features of capped calls and call spreads in the Australian convertibles market.”
This transaction builds on Mallesons’ recent work with NEXTDC across a series of major capital raisings, including its A$1.7 billion hybrid securities offer, A$750m subordinated notes offer, A$1.5 billion equity capital raising and new A$2.3 billion senior debt commitments, as the company continues to scale its data centre platform to meet growing demand.
Mallesons has advised more issuers of publicly marketed convertible bonds than any other Australian law firm.
