v3.26.1
Debt (Tables)
3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Schedule of Debt Conversions
Additional terms related to the 2033 Notes and 2034 Notes (collectively, the “Senior Notes”) are as follows:
Maturity Date
Redemption Date (1)
Stated Interest Rate (2)
Effective Interest Rate
2033 NotesMarch 1, 2033March 1, 20286.875 %5.81 %
2034 NotesMarch 15, 2034September 15, 20286.875 %6.86 %
(1)We may redeem for cash all or any portion of the Senior Notes, at our option, at any time prior to the redemption dates at a redemption price equal to 100% of the principal amount of the Senior Notes to be redeemed plus any accrued and unpaid interest and a “make-whole” premium as provided in the respective indentures. Until the redemption dates, we may redeem up to 40% of the original aggregate principal amount of the Senior Notes with the net cash proceeds of certain equity offerings at a redemption price of 106.875% of the principal amount of the Senior Notes to be redeemed plus accrued and unpaid interest. In addition, we may redeem all or any portion of the Senior Notes at any time on or after the redemption dates at the redemption prices set forth in the respective indentures, plus any accrued and unpaid interest.
(2)Interest is payable in cash semi-annually in arrears.
Additional terms related to the Convertible Notes are as follows:
Maturity Date
Redemption Date (1)
Optional
Conversion Date (2)
Initial Conversion Rate (3)
Stated
Interest Rate (4)
Effective Interest Rate
2026 NotesAugust 1, 2026August 6, 2023May 1, 202643.84810.75 %0.91 %
2027 NotesMay 1, 2027May 5, 2024February 1, 202711.2042— %0.19 %
2028 NotesMarch 1, 2028March 5, 2025December 1, 202717.74940.125 %0.32 %
2030 NotesMay 1, 2030May 5, 2027February 1, 203045.08460.50 %1.21 %
(1)We may redeem for cash all or any portion of the Convertibles Notes, at our option, on or after the redemption dates based on certain circumstances as described in the respective indentures governing the Convertible Notes.
(2)Holders of the Convertible Notes may convert all or a portion of their notes at their option prior to the optional conversion date, in multiples of $1,000 principal amounts, under certain circumstances as described in the respective indentures governing the Convertible Notes. On or after the optional conversion date, the Convertible Notes are convertible at any time until the close of business on the business day immediately preceding the respective maturity date.
(3)The Convertible Notes are convertible into cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our election, at the initial conversion rates of Class A common stock per $1,000 principal amount of the respective Convertible Note. The initial conversion rates specified above represent an initial conversion price of $22.81, $89.25, $56.34, and $22.18 per share of our Class A common stock for the 2026 Notes, 2027 Notes, 2028 Notes, and 2030 Notes, respectively. The initial conversion rates are subject to customary adjustments for certain events as described in the respective indentures governing the Convertible Notes. Additionally, holders of the Convertible Notes who convert their notes in connection with a make-whole fundamental change or a redemption are entitled to an increase in the conversion rates, as described in the indentures governing the Convertible Notes. In the event of a fundamental change, holders of the Convertible Notes may require us to repurchase all or a portion of the Convertible Notes at a price equal to 100% of the principal amount, plus any accrued and unpaid interest, if any.
(4)Interest is payable in cash semi-annually in arrears, except for the 2027 Notes, which do not bear regular interest.
Schedule of Convertible Notes
The Senior Notes and the Convertible Notes (collectively, the “Notes”) rank equally with each other and consist of the following:
As of March 31, 2026As of December 31, 2025
PrincipalUnamortized Debt Issuance Costs
Unamortized (Discount) Premium
Net Carrying AmountPrincipalUnamortized Debt Issuance CostsUnamortized (Discount) PremiumNet Carrying Amount
(in thousands)
Convertible Notes:
2026 Notes$47,013 $(25)$— $46,988 $47,013 $(44)$— $46,969 
2027 Notes106,318 (215)— 106,103 106,318 (264)— 106,054 
2028 Notes514,191 (1,869)— 512,322 514,191 (2,111)— 512,080 
2030 Notes750,000 (5,848)(15,324)728,828 750,000 (6,197)(16,238)727,565 
Senior Notes:
2033 Notes1,500,000 (22,628)113,725 1,591,097 1,500,000 (23,288)117,043 1,593,755 
2034 Notes550,000 (7,422)7,819 550,397 550,000 (7,597)8,003 550,406 
Total Notes$3,467,522 $(38,007)$106,220 $3,535,735 $3,467,522 $(39,501)$108,808 $3,536,829 
Schedule of Debt
The following table summarizes interest expense related to our Notes:
Three Months Ended March 31,
20262025
(in thousands)
Contractual interest expense$36,421 $14,620 
Amortization of debt issuance costs1,494 8,148 
Amortization of debt discount (premium)(2,588)(669)
Total interest expense$35,327 $22,099