SS&C Technologies Holdings, Inc. filed a Form 8-K on November 9, 2026, disclosing the completion of a $1,200,000,000 aggregate principal amount offering of 2.75% Convertible Senior Notes due 2031, with the transaction closing on November 6, 2026.

Key Highlights

  • Total offering size: $1,200,000,000 aggregate principal amount of 2.75% Convertible Senior Notes due 2031, including $150,000,000 from the full exercise of the initial purchasers' option.
  • Maturity date: December 1, 2031, unless earlier converted, redeemed, or repurchased.
  • Initial conversion price: Approximately $99.46 per share, representing a premium of approximately 25.0% over the last reported sale price of $79.57 per share on November 4, 2026.
  • Conversion rate: Initially 10.0540 shares of common stock per $1,000 principal amount of Notes.
  • Interest payments: Cash interest at 2.75% per year, payable semiannually on June 1 and December 1, beginning June 1, 2027.
  • Optional redemption window: The company may redeem the Notes on or after December 5, 2029, subject to specified stock price and trading day conditions.
  • Trustee: Wilmington Trust, National Association serves as trustee under the Indenture dated November 6, 2026.

SS&C Technologies Closes Upsized Convertible Notes Offering at 25% Premium

According to the filing, SS&C Technologies Holdings, Inc. (NASDAQ:SSNC) completed what it described as a "previously announced upsized private offering" on November 6, 2026. The Notes are senior unsecured obligations of the company, fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by SS&C Technologies, Inc., a wholly owned subsidiary, and each of the company's wholly owned domestic subsidiaries that guarantees SS&C Technologies, Inc.'s 6.500% Senior Notes due 2032 or certain qualified refinancings thereof.

The filing states that holders may convert their Notes prior to September 1, 2031 only under specified circumstances, including when the common stock trades at or above 150% of the conversion price for at least 20 trading days in a 30-consecutive-trading-day period, when the trading price of the Notes falls below 98% of the product of the stock price and conversion rate for 10 consecutive trading days, upon a company-initiated redemption call, or upon specified corporate events. On or after September 1, 2031, holders may convert at any time until two scheduled trading days before the maturity date. Upon conversion, the company may elect to deliver cash, shares of common stock, or a combination of both.

Regarding redemption, the company disclosed it may not redeem the Notes before December 5, 2029, except through a "cleanup redemption" if the outstanding aggregate principal amount falls below $100,000,000. For optional redemptions of less than all outstanding Notes, at least $100,000,000 principal amount must remain outstanding after the redemption. The redemption price in either case equals 100% of principal plus accrued and unpaid interest. The filing also notes that if the company undergoes a "fundamental change," holders may require repurchase at 100% of principal plus accrued and unpaid interest.

What Was Disclosed

SS&C Technologies Holdings, Inc. disclosed the closing of a $1,200,000,000 convertible notes offering on November 6, 2026, detailing conversion mechanics, redemption terms, guarantee structure, and events of default under the Indenture with Wilmington Trust, National Association as trustee.