GlobalFoundries Announces Pricing of Public Secondary Offering and Concurrent Share Repurchase

Rhea-AI Summary

GlobalFoundries (Nasdaq: GFS) priced a secondary offering of 20,000,000 ordinary shares at $42.00 per share, with a 30‑day underwriter option for an additional 3,000,000 shares. The offering is expected to close on March 13, 2026.

GF will not receive proceeds from the sale by Mubadala’s subsidiary. Concurrently, GF agreed to repurchase $300 million of the Selling Shareholder’s shares as part of a $500 million repurchase authorization, funded with cash on the balance sheet and conditioned on closing of the offering.

Positive

• Concurrent $300M repurchase executed as part of Board’s $500M authorization
• Repurchase funded with cash from GF’s balance sheet, avoiding new debt

Negative

• 20,000,000 shares sold by largest shareholder could increase free float
• GF receives no proceeds from the secondary offering; selling shareholder receives sale proceeds
• Underwriter option 3,000,000 shares could enlarge supply if exercised

News Market Reaction – GFS

-5.67% 2.1x vol

22 alerts

-5.67% Session close to close

-7.0% Trough in 23 hr 21 min

$24.53B Market Cap

2.1x Rel. Volume

In the Mar 12 session, GFS declined 5.67%, reflecting a notable negative market reaction. Argus tracked a trough of -7.0% from its starting point during tracking. Our momentum scanner triggered 22 alerts that day, indicating elevated trading interest and price volatility. Trading volume was elevated at 2.1x the daily average, suggesting increased selling activity.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved -5.7% in the session following this news. A negative reaction despite the concurrent...

Analysis

The stock moved -5.7% in the session following this news. A negative reaction despite the concurrent repurchase fits prior GFS patterns around secondary offerings. Earlier buyback/offering events averaged around -8.55% over one day, suggesting investors have often focused on selling shareholder overhang. The current structure again involves 20,000,000 shares sold by Mubadala with a $300 million buyback, so attention may remain on ownership shifts and potential future sell-downs.

Key Figures

Secondary shares offered: 20,000,000 shares Offering price: $42.00 per share Concurrent share repurchase: $300 million +5 more

8 metrics

Secondary shares offered 20,000,000 shares Ordinary shares offered by Mubadala at $42.00 per share

Offering price $42.00 per share Price to the public for the secondary offering

Concurrent share repurchase $300 million GF ordinary shares to be repurchased from underwriters

Underwriters’ option 3,000,000 shares 30-day option, 15% of initial shares, at offering price minus fees

Repurchase authorization $500 million Total share repurchase authorization approved February 2026

Option period 30 days Underwriters’ window to purchase additional shares

Offering close date March 13, 2026 Expected closing date of the secondary offering

Pre-announcement price move -5.45% GFS 24h move prior to this announcement

Previous Buybacks,offering Reports

2 past events · Latest: May 22 (Negative)

Same Type Pattern 2 events

Date	Event	Sentiment	24h Move	Catalyst
May 22	Secondary + buyback	Negative	-8.6%	Large Mubadala secondary sale with $200M repurchase funded from cash.
May 22	Secondary launch	Negative	-8.6%	Launch of $950M secondary and $200M buyback by Mubadala and GF.

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

Pattern Detected

Past secondary-plus-buyback announcements for GFS coincided with notably negative one-day moves, suggesting investors have previously focused more on selling shareholder overhang than the concurrent repurchases.

Recent Company History

Over recent months, GFS has combined strong fundamentals with active capital and shareholder management. Q4 and FY2025 results showed revenue of $1.83B for the quarter and $6.79B for the year, with a new $500M repurchase authorization and a subsequent 16.32% positive reaction. Strategic steps included expanded Renesas manufacturing partnerships and new technology platforms like AutoPro150 eMRAM, alongside multiple investor-focused events. Today’s secondary offering and concurrent repurchase follow an established pattern of Mubadala sell-downs paired with company buybacks.

Key Terms

secondary public offering, share repurchase, underwriters, prospectus, +4 more

8 terms

secondary public offering financial

"announced the pricing of a secondary public offering of 20,000,000 ordinary shares"

A secondary public offering is when a company sells additional shares to the public after its initial sale, often to raise more money or allow early investors to cash out. For investors, it can impact the stock's price by increasing the number of shares available, potentially making the stock more or less valuable depending on demand.

share repurchase financial

"$300 million of ordinary shares to be repurchased by GF, as described below."

A share repurchase is when a company uses cash to buy its own shares from the market, reducing the number of shares available to outside investors. Like a homeowner buying back rooms in a shared house to increase their own stake, repurchases can raise earnings per share and often signal management thinks the stock is undervalued, but they also use up cash that could have gone to dividends, investments, or debt reduction — all important considerations for investors.

underwriters financial

"The Selling Shareholder has also granted the underwriters a 30-day option"

Underwriters are financial professionals or institutions that help companies raise money by selling new securities, such as stocks or bonds, to investors. They assess the risk and determine the price at which these securities should be sold, acting like a bridge between the company and the investors. Their role helps ensure that the company raises the needed funds while providing investors with options that reflect the level of risk involved.

prospectus regulatory

"The offering of these securities is being made only by means of a prospectus."

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

registration statement regulatory

"A registration statement relating to these securities has been filed with the SEC"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

preliminary prospectus supplement regulatory

"A preliminary prospectus supplement and accompanying prospectus relating to the offering"

A preliminary prospectus supplement is an initial document that provides important details about a new stock or bond offering before it is finalized. It helps investors understand what is being sold and why, so they can decide whether to invest. Think of it as a preview before the full sales brochure is ready.

final prospectus supplement regulatory

"a final prospectus supplement and accompanying prospectus relating to the offering will be filed"

A final prospectus supplement is the definitive document that completes a public securities offering, spelling out the exact terms, number and price of shares or bonds being sold, key risks, and how the proceeds will be used. Investors treat it like the final recipe or instruction sheet for an investment: it replaces earlier drafts and provides the binding, detailed information needed to judge the value and risk before committing funds.

commission financial

"minus underwriting discounts and commissions."

A commission is a fee paid to a person or company for helping to arrange a transaction, such as buying or selling something. It’s similar to a salesperson earning a percentage of a sale as a reward for their service. For investors, commissions affect the overall cost of trading and can influence how often they buy or sell assets.

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MALTA, N.Y., March 11, 2026 (GLOBE NEWSWIRE) -- GlobalFoundries (Nasdaq: GFS) (GF) today announced the pricing of a secondary public offering of 20,000,000 ordinary shares to the public at a price to the public of $42.00 per share and $300 million of ordinary shares to be repurchased by GF, as described below. All of the shares in the offering are being offered by Mubadala Technology Investment Company (the “Selling Shareholder”). The Selling Shareholder is a wholly owned subsidiary of Mubadala Investment Company PJSC (which, together with its affiliates, is GF’s largest shareholder). The Selling Shareholder has also granted the underwriters a 30-day option to purchase up to an additional 3,000,000 of GF’s ordinary shares (equal to 15% of the initial ordinary shares being sold to the public) at the public offering price minus underwriting discounts and commissions. The offering is expected to close on March 13, 2026, subject to customary closing conditions.

GF is not selling any ordinary shares in the offering and will not receive any proceeds from the sale of the shares being offered by the Selling Shareholder.

GF has agreed to concurrently repurchase from the underwriters $300 million of the Selling Shareholder’s ordinary shares at a price per share equal to the price paid by the underwriters in the offering (the “Share Repurchase”). The Share Repurchase will be executed as part of the $500 million share repurchase authorization approved by the Board of Directors of GF in February 2026. GF intends to fund the Share Repurchase with cash on its balance sheet. GF expects the closing of the Share Repurchase to occur substantially simultaneously with the closing of the offering. The closing of the Share Repurchase is conditioned on the closing of the offering. The closing of the offering is not conditioned on the closing of the Share Repurchase. The Share Repurchase is not contingent on any exercise of the underwriters’ option to purchase additional shares in the offering, and any such exercise will not have any impact on the amount or price of the Share Repurchase. The underwriters are not receiving any discount or commission with respect to the ordinary shares being repurchased by GF pursuant to the Share Repurchase.

J.P. Morgan and Morgan Stanley are acting as lead book-running managers for the offering. BofA Securities, Citigroup and Goldman Sachs & Co. LLC are acting as active book-running managers for the offering. BNP Paribas, Evercore ISI and UBS Investment Bank are acting as additional book-running managers for the offering. Baird, Needham & Company, Raymond James, Wedbush Securities and Wolfe Capital Markets and Advisory are acting as co-managers for the offering.

The offering of these securities is being made only by means of a prospectus. A registration statement relating to these securities has been filed with the Securities and Exchange Commission (the “SEC”) and has become effective. A preliminary prospectus supplement and accompanying prospectus relating to the offering has been filed, and a final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC. Copies of the final prospectus supplement and the accompanying prospectus relating to this offering may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, or by email at prospectus@morganstanley.com or by accessing the SEC’s website at www.sec.gov.

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

About GlobalFoundries
GF is a leading manufacturer of essential semiconductors the world relies on to live, work and connect. We innovate and partner with customers to deliver more power-efficient, high-performance products for the automotive, smart mobile devices, internet of things, communications infrastructure and other high-growth markets. With our global manufacturing footprint spanning the U.S., Europe and Asia, GF is a trusted and reliable source for customers around the world. Every day, our talented, global team delivers results with an unwavering focus on security, longevity and sustainability.

©GlobalFoundries Inc., GF, GlobalFoundries, the GF logos and other GF marks are trademarks of GlobalFoundries Inc. or its subsidiaries. All other trademarks are the property of their respective owners.

Forward-Looking Statements
This press release includes “forward-looking statements” that reflect our current expectations and views of future events. These forward-looking statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995 and include but are not limited to, statements regarding the expected completion of the offering and the Share Repurchase. These statements are based on current expectations, assumptions, estimates, forecasts, projections and limited information available at the time they are made. Words such as “expect,” “anticipate,” “should,” “believe,” “hope,” “target,” “project,” “goals,” “estimate,” “potential,” “predict,” “may,” “will,” “might,” “could,” “intend,” “shall,” “outlook,” “on track,” and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements are subject to a broad variety of risks and uncertainties, both known and unknown including regarding market conditions, our business and the Selling Shareholder. Any inaccuracy in our assumptions and estimates could affect the realization of the expectations or forecasts in these forward-looking statements. Recipients are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date such statements are made and should not be construed as statements of fact. Except to the extent required by federal securities laws, we undertake no obligation to update any information or any forward-looking statements as a result of new information, subsequent events, or any other circumstances after the date hereof, or to reflect the occurrence of unanticipated events. For a discussion of potential risks and uncertainties, please refer to the risk factors and cautionary statements in our 2025 Annual Report on Form 20-F, current reports on Form 6-K and other reports filed with the Securities and Exchange Commission. Copies of our SEC filings are available on our Investor Relations website, investors.gf.com, or from the SEC website, www.sec.gov.

Investor Contact:	Media Contact:
ir@gf.com	erica.mcgill@globalfoundries.com

FAQ

What did GlobalFoundries (GFS) announce about the March 2026 secondary offering?

GlobalFoundries priced a secondary offering of 20,000,000 shares at $42.00 per share. According to the company, the offering by Mubadala’s subsidiary is expected to close on March 13, 2026, with a 30‑day option for an extra 3,000,000 shares.

How much is GlobalFoundries (GFS) repurchasing concurrently with the offering?

GlobalFoundries will repurchase $300 million of shares concurrently with the offering. According to the company, this repurchase is part of a $500 million board‑approved authorization and will be funded with cash on the balance sheet.

Will GlobalFoundries (GFS) receive proceeds from the Mubadala share sale?

No, GlobalFoundries will not receive proceeds from the secondary offering. According to the company, all offered shares are being sold by Mubadala’s subsidiary and GF is not selling any shares in the offering.

What is the underwriters’ option related to the GFS offering and its potential impact?

Underwriters have a 30‑day option to buy up to 3,000,000 additional shares at the offering price minus fees. According to the company, exercise of this option would increase shares sold in the market but does not affect the $300 million repurchase.

When will the GlobalFoundries (GFS) share repurchase close and what conditions apply?

The share repurchase is expected to close substantially simultaneously with the offering and is conditioned on the offering’s closing. According to the company, the repurchase closing is not contingent on any option exercise by underwriters.