U.S. 3D printer manufacturer 3D Systems (NYSE: DDD) has announced plans to issue $92 million in new convertible notes, which will mature in 2030. The company has negotiated private subscription agreements with qualified institutional buyers for the offering.
3D Systems expects to finalize the sale of the new notes on June 23rd, 2025, pending standard closing conditions. The notes will accrue 5.875% interest per year, paid in two instalments on June 15 and December 15, starting this December.
The Rock Hill-based company set the initial conversion rate at 445.6328 shares for every $1,000 of notes, meaning investors can convert their debt into shares at about $2.24 each. That price is roughly 20% higher than the company’s closing share price of $1.87 on June 17.
Concurrently, 3D Systems has conducted separate negotiations to repurchase $180 million of its 0% Convertible Senior Notes due 2026. It intends to fund this using the proceeds from the newly issued notes, as well as approximately $78 million of cash on hand. The company announced that it may continue repurchasing outstanding 2026 notes after the June 23 closing date, but said it cannot guarantee how much, if any, will be repurchased or on what terms.
Additionally, it will deploy an extra $15 million in cash to repurchase roughly 8 million shares of its outstanding common stock through separate, privately negotiated transactions. 3D Systems will pay $1.87 per share, the stock’s New York Stock Exchange (NYSE) closing price on June 17, 2025.
3D Systems’ financial restructuring cleans up the 3D printer OEM’s debt position, replacing near-term obligations with a longer-term deadline. The announcement follows a recent jump in 3D Systems’ stock price on the NYSE.
As the market opened earlier this week on June 16, 3D Systems stock value surged 15% from $1.72 at 09:30 AM EDT to a high of $1.97 at 10:10 AM EDT. The stock hovered around $1.90 before dropping to a low of $1.48 following 3D Systems’ convertible notes announcement on June 18.
With no obvious news around June 16 beyond a series of recent (and regular) Form 4 filings, nor major operational disclosures or option trading activity, the stock movement was at the time a mystery.
3D Systems issues $92 million in new convertible notes
3D Systems’ newly issued notes will mature on June 15, 2030, unless the company redeems, repurchases, or converts them earlier.
Holders may choose to convert the notes at any time until the close of business on the second scheduled trading day immediately before the maturity date. Upon conversion, 3D Systems may deliver cash, shares of its common stock, or a combination of both, at its discretion.
Under the privately negotiated agreements, note holders will have a one-time opportunity on June 20, 2028, to compel 3D Systems to repurchase all or a portion of their notes in cash. If requested, 3D Systems will buy back the notes at 100% of the principal amount, plus any accrued and unpaid interest. Additionally, if a “fundamental change” occurs (as defined in the indenture), holders may request that 3D Systems repurchase their notes on the same terms.
3D Systems must increase the conversion rate for holders who convert their notes either in connection with fundamental changes or after the notes have been called for redemption, if conversion occurs before the maturity date.
Starting on June 20, 2028, the company may also choose to redeem the notes, in whole or in part, for cash, at any time up to the 41st scheduled trading day before maturity. However, it can only do so if the common stock’s closing price has been at least 130% of the then-applicable conversion price for a specified period.
Why did 3D Systems’ stock price jump 15%?
The transaction reveals a tactical shift in 3D Systems’ capital strategy: from liquidity preservation to proactive balance sheet optimization.
The convertible debt issuance and share repurchase provide crucial context for the sharp, previously unexplained 15% surge in 3D Systems’ share price on June 16. Before the June 18 announcement, the rally appeared driven by speculative momentum and technical triggers, but this restructuring deal reframes it as a coordinated move by institutional buyers, many of whom received both debt allocations and equity at market price.
The combination of reducing near-term debt overhang, locking in a 20% premium conversion threshold, and absorbing 8 million shares at $1.87 created a temporary scarcity dynamic in the float while signaling insider confidence in a price rebound above $2.24. That re-anchoring of forward expectations likely fueled both momentum traders and option buyers earlier in the week.
Strategically, this is a capital structure reset designed to defer pressure, not eliminate it. While the transaction removes the 2026 maturity cliff and reshapes the equity base, it introduces a medium-term overhang: the 2028 put option and potential dilution if shares appreciate beyond the conversion price.
Investments in additive manufacturing
3D Systems’ debt restructuring follows a similar move by Xometry last week. The global manufacturing marketplace announced the pricing of its $225 million aggregate principal amount of 0.75% Convertible Senior Notes due 2030.
This private placement is expected to close on June 12, 2025, and generate at least $217 million in net proceeds, a sum that could rise to $241.3 million. Xometry plans to use the funds to buy back existing convertible notes, finance capped call transactions, and repurchase common stock, all aimed at strengthening the company’s financial position.
Xometry’s new notes will earn interest at a rate of 0.75% annually, with payments made every six months on June 15 and December 15, beginning December 15, 2025. They are scheduled to mature on June 15, 2030, unless converted into stock, redeemed by Xometry, or repurchased before that date.
Elsewhere, 3D printer manufacturer Stratasys recently closed a $120 million strategic investment from Israeli private equity firm Fortissimo Capital. The new deal, approved by the Committee on Foreign Investment in the United States (CFIUS), features the purchase of 11,650,485 newly issued ordinary shares at $10.30 each.
This raises Fortissimo’s total stake in Stratasys from 1.5% to approximately 15.5%. The Israeli investor is now Stratasys’ largest shareholder, after surpassing fellow 3D printer manufacturer Nano Dimension, which held a 14.1% stake as of January 2024.
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Featured image shows 3D Systems’ headquarters in Rock Hill, South Carolina. Photo via CBRE Group.
