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Cerence Announces Repurchase of $10 Million of 1.50% Convertible Senior Notes Due 2028

Cerence (NASDAQ: CRNC) has entered into privately negotiated transactions to repurchase $10 million aggregate principal of its 1.50% Convertible Senior Notes due 2028.

(Moderate)

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Cerence (NASDAQ: CRNC) has entered into privately negotiated transactions to repurchase $10 million aggregate principal of its 1.50% Convertible Senior Notes due 2028. The notes will be repurchased for cash at 92.75% of principal, plus accrued and unpaid interest to the settlement date.

According to Cerence, buying the notes below par reflects a strategic use of cash intended to reduce interest expense, lower leverage, and remove potential dilution from refinancing the repurchased notes. The company said it will continue to assess its cash and market conditions for the remaining $170 million of notes outstanding through maturity in 2028.

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Positive

  • Repurchases $10 million of 1.50% 2028 convertible notes
  • Buys notes at 92.75% of principal, below par value
  • Transaction expected to reduce ongoing interest expense
  • Repurchase removes potential dilution from refinancing these notes
  • Cerence indicates continued evaluation of remaining $170 million notes

Negative

  • Repurchase uses company cash reserves that could be deployed elsewhere
  • After transaction, $170 million of 2028 convertible notes will remain outstanding

News Explained

Cerence has agreed to repurchase $10 million principal of its 1.50% convertible notes, but the release does not report settlement; the announced reduction in debt and potential dilution therefore remains incomplete.

Argus Aug 26 session 15 alerts
+0.12% close to close 1.3x rel. volume Open Argus
Details

News Market Reaction – CRNC

$381.74M Market Cap

On Aug 26, the day this news came out, CRNC closed 0.12% above the previous close. Our momentum scanner recorded 15 alerts in the available session data.

Data tracked by StockTitan Argus for the Aug 26 session.

Key Figures

Notes repurchased: $10 million Repurchase price: 92.75% of principal amount Remaining notes: $170 million +1 more
Notes repurchased
$10 million
1.50% Convertible Senior Notes Due 2028
Repurchase price
92.75% of principal amount
Cash price for the repurchased notes
Remaining notes
$170 million
Notes remaining through maturity in 2028
Interest rate
1.50%
Convertible Senior Notes Due 2028

Historical Context

5 past events · Latest: Aug 25
5 events
  1. Aug 25

    Autonomous bus deployment

    24h Move
    +5.9%

    Emergency vehicle detection deployed in Japanese autonomous bus field trials

  2. Aug 06

    Third-quarter earnings

    24h Move
    +1.4%

    Revenue growth, cash generation, and first-ever share repurchase program announced

  3. Jul 27

    Earnings announcement scheduling

    24h Move
    -1.8%

    Fiscal third-quarter results and conference call scheduled for August 6

  4. May 13

    Technology conference participation

    24h Move
    +7.4%

    Company executives scheduled to participate in TD Cowen technology conference

  5. May 07

    Second-quarter earnings

    24h Move
    -6.4%

    Revenue exceeded guidance and full-year outlook was raised

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

convertible senior notes, dilution
2 terms
convertible senior notes financial
"holders of its 1.50% Convertible Senior Notes Due 2028"
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
dilution financial
"eliminate potential dilution from refinancing the Notes being repurchased"
Dilution occurs when a company issues additional shares, increasing the total number of shares outstanding. This can reduce the ownership percentage and voting power of existing shareholders, similar to slicing a pie into more pieces—each piece becomes smaller. For investors, dilution can mean a reduced stake in the company and potentially lower earnings per share, affecting the value of their investment.
View in glossary

AI-generated analysis. How Rhea-AI works. Not financial advice.

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BURLINGTON, Mass., Aug. 26, 2026 (GLOBE NEWSWIRE) -- Cerence Inc. (NASDAQ: CRNC) (“Cerence AI” or “the Company”), a global leader pioneering conversational AI-powered user experiences, today announced that, in light of its current cash position and outlook for future cash generation, the Company entered into privately negotiated transactions with certain holders of its 1.50% Convertible Senior Notes Due 2028 (the “Notes”), pursuant to which the Company agreed to repurchase $10 million aggregate principal amount of the Notes from such holders at a cash repurchase price equal to 92.75% of their principal amount, together with the accrued and unpaid interest thereon to (but not including) the settlement date.

The repurchase of the Notes at a price below par represents a strategic decision by the Company to utilize its cash reserves efficiently. The transaction will reduce interest expense, eliminate potential dilution from refinancing the Notes being repurchased, and lower leverage – intended to deliver a net positive outcome for shareholders. Assuming completion of the repurchase of the Notes, the Company will continue to evaluate cash on hand and the market for the remaining $170 million of Notes through maturity in 2028.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the Notes, nor shall there be any offer or sale of our securities in any state or jurisdiction in which the offer, solicitation, or sale would be unlawful prior to the registration or qualification thereof under the securities laws of any such state or jurisdiction.

To learn more about Cerence AI, visit www.cerence.ai, and follow the company on LinkedIn.

About Cerence Inc.
Cerence Inc. (NASDAQ: CRNC) is a global industry leader in creating intuitive, seamless, AI-powered experiences across automotive and transportation. Leveraging decades of innovation and expertise in voice, generative AI, and large language models, Cerence powers integrated experiences that create safer, more connected, and more enjoyable journeys for drivers and passengers alike. With more than 525 million cars shipped with Cerence technology, the company partners with leading automakers, transportation OEMs, and technology companies to advance the next generation of user experiences. Cerence is headquartered in Burlington, Massachusetts, with operations globally and a worldwide team dedicated to pushing the boundaries of AI innovation. For more information, visit www.cerence.ai.

Forward Looking Statements
Statements in this press release regarding: the completion of the repurchase of the Notes, and the associated reduction in interest expense, potential dilution reduction and lower leverage; Cerence’s intent for the Note repurchases to drive value to shareholders; Cerence’s ability to repay the remaining Notes at maturity; and management’s future expectations, anticipations, intentions, estimates, assumptions, beliefs, goals, objectives, targets, plans, priorities, outlook or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “goal,” “objective,” “anticipates,” “projects,” “forecasts,” “expects,” “intends,” “continues,” “will,” “may,” or “estimates” or similar expressions) should also be considered to be forward-looking statements. Although we believe forward-looking statements are based upon reasonable assumptions as of the date of this press release, such statements involve known and unknown risk, uncertainties and other factors, which may cause actual results or performance of the company to be materially different from any future results or performance expressed or implied by such forward-looking statements including but not limited to: the highly competitive and rapidly changing market in which we operate; the possibility that the repurchase of Notes does not occur as planned; adverse conditions in the automotive industry or the global economy more generally; volatility in the political, legal and regulatory environment in which we operate, including trade, tariffs and other policies implemented by the United States, actions taken by other countries in response or other changes in law and regulation applicable to us; the ongoing conflicts in Ukraine and the Middle East; risks of international operations, including in China; automotive production curtailment or delays; changes in customer forecasts and the timing and receipt of royalty reports; our inability to control and successfully manage our expenses and cash position; our inability to deliver improved financial results from process optimization efforts and cost reduction actions; pricing pressures from our customers; the impact on our business of the transition to a lower level of fixed license contracts, including the failure to achieve such a transition; our failure to win, renew or implement service contracts; the cancellation or postponement of existing contracts; the loss of business from any of our largest customers; effects of customer defaults; a decrease in the level of professional services projects; fluctuations in our financial and operating results, including as a result of licensing transactions and litigation settlements or judgments; our inability to successfully introduce and drive customer adoption of new products, applications and services; our strategies to increase cloud offerings and deploy generative AI and large language models (LLMs) and shift to more recurring revenue streams; the inability to expand into adjacent or non-auto markets; the inability to recruit and retain qualified personnel; cybersecurity and data privacy incidents and compliance with global privacy and data security requirements; failure to protect our intellectual property; adverse developments related to our intellectual property enforcement litigation, the outcome of such litigation, or remedies that could be awarded in connection with such litigation; risks and challenges posed by the development and use of artificial intelligence; the evolving regulatory landscape governing artificial intelligence; defects or interruptions in service with respect to our products; supply chain interruptions; fluctuating currency rates and interest rates; inflation; financial and credit market volatility; restrictions on our current and future operations under the terms of our debt; the use of cash to service or repay our debt; the use of cash to repurchase shares under our stock repurchase program; the ability to repurchase shares of our common stock under our repurchase program at favorable prices or at all; and our inability to generate sufficient cash from our operations; and the other factors discussed in our most recent Annual Report on Form 10-K, quarterly reports on Form 10-Q, and other filings with the Securities and Exchange Commission. We disclaim any obligation to update any forward-looking statements as a result of developments occurring after the date of this document.

Contact Information

Cerence Media Relations | press@cerence.com
Cerence Investor Relations | cerence@pondel.com


FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Cerence (NASDAQ: CRNC) announce about its 1.50% Convertible Senior Notes due 2028?

Cerence announced it agreed to repurchase $10 million of its 1.50% Convertible Senior Notes due 2028. According to Cerence, the notes will be bought in privately negotiated transactions for cash at 92.75% of principal, plus accrued and unpaid interest to the settlement date.

At what price is Cerence (CRNC) repurchasing its 2028 convertible notes?

Cerence is repurchasing the notes at a cash price equal to 92.75% of their principal amount. According to Cerence, holders will also receive accrued and unpaid interest on the notes to, but not including, the settlement date as part of the transaction.

How much of Cerence’s 1.50% Convertible Senior Notes due 2028 will remain after the $10 million repurchase?

After completing the repurchase, $170 million of Cerence’s 1.50% Convertible Senior Notes due 2028 will remain outstanding. According to Cerence, the company will continue to evaluate its cash position and market conditions for these remaining notes through their maturity in 2028.

Why is Cerence (CRNC) buying back part of its 2028 convertible notes?

Cerence states the repurchase is a strategic use of cash aimed at reducing interest expense and leverage. According to Cerence, it also eliminates potential dilution associated with refinancing the repurchased notes, which the company indicates is intended to be beneficial for shareholders.

How could Cerence’s $10 million note repurchase affect shareholders of CRNC?

The repurchase may lower interest expense, reduce leverage, and avoid potential dilution from refinancing the repurchased notes. According to Cerence, buying the notes below par at 92.75% of principal is intended to create a net positive outcome for shareholders over time.

Is Cerence making a general offer to buy all of its 2028 convertible notes?

No, Cerence is not making a general tender offer for all notes. According to Cerence, the transaction involves privately negotiated repurchases only, and the press release does not constitute an offer or solicitation to sell or buy any securities in any jurisdiction.

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