Oracle Sets $116 Share Price in $20 Billion Stock-and-Bond Offering

Oracle Corporation (NYSE: ORCL) finalized pricing for a $20 billion stock-and-bond offering late Monday, setting 86,206,897 new common shares at $116 each. The accompanying $10 billion debt offering carries approximately $776.75 million in annual contractual coupon payments across five bond series.

Before Monday’s market opened, Oracle filed preliminary SEC prospectuses for a proposed $10 billion common-stock offering and a separate $10 billion senior-notes offering. Its shares fell 8.76% to $119.22 in the regular session, before the company announced final pricing at 10:09 p.m. ET. The $116 offering price represents a roughly 2.7% discount to Monday’s closing price and an 11.2% discount to Friday’s $130.67 close.

Both offerings are expected to close on Wednesday, November 4, subject to customary closing conditions. The closing of either offering is not contingent on the other.

New Shares and Bonds Set Oracle’s Financing Terms

Oracle expects approximately $9.9 billion in net proceeds from the stock offering and $10 billion from the notes offering, after underwriting discounts and estimated expenses.

The new shares represent approximately 2.85% of the 3.024 billion common shares Oracle had outstanding on August 31, according to its SEC prospectus. The comparison shows how the proposed issuance compares with the earlier share count, but does not represent the final percentage of ownership dilution after the offering.

The debt offering consists of five fixed-rate bond tranches maturing between 2029 and 2046, with coupon rates ranging from 7% to 8.65%. The highest rate applies to $1.5 billion of notes due in 2046.

At their stated rates, the notes would require $776.75 million in annual coupon payments if all remain outstanding. That amount represents gross interest obligations, not necessarily an equivalent increase in Oracle’s net interest expense if the company uses proceeds to repay existing debt.

Monday’s selloff marked Oracle’s third consecutive losing session, leaving shares approximately 17.5% below their October 28 close of $144.54. Trading volume reached about 58.75 million shares, versus an average of 31.34 million over the previous 20 trading sessions.

Separately, Oracle Tokenized bStocks (ORCLB) was trading at $117.84, down 9% over the preceding 24 hours, according to CoinMarketCap. ORCLB trades as a tokenized instrument separate from Oracle’s NYSE-listed common stock, with its 24-hour price change reflecting a different trading period than the stock’s regular-session return.

Offering Matches Oracle’s October 28 Financing Plan

The newly priced transactions match the financing plan Oracle outlined at its October 28 Investor Day. Under that plan, Oracle committed to limiting additional capital-market funding for its fiscal 2027–2030 investment cycle to $20 billion, split between $10 billion in equity and $10 billion in gross debt, excluding refinancing of existing debt.

That financing is separate from a $20 billion at-the-market equity offering Oracle completed in the first quarter of fiscal 2027.

Oracle expects capital spending on its AI and cloud infrastructure expansion to peak in fiscal 2027 and 2028, with free cash flow turning positive in the second half of fiscal 2028.

Oracle said it could use the funds raised through the stock and bond offerings for general corporate purposes, including capital expenditures, repayment of existing debt, future investments or acquisitions, dividends, and share repurchases. The company has not specified how it plans to distribute the funds among these purposes.