Summary

  • DigitalBridge says holders of its 7.15% Series I preferred shares may convert each share into $14.43 cash through the close of business on 22 October, following the acquisition by SoftBank affiliates on 30 September.
  • Shares not converted remain outstanding. A separate $25 special-redemption right belongs to DigitalBridge, while the $25 liquidation preference applies in a liquidation; neither is a holder-controlled promise of immediate $25 cash.
  • The preferred shares are expected to leave the NYSE before trading opens on 5 October. The company says it intends to request suspension of reporting obligations after Form 25 becomes effective; that request had not yet been made as of 2 October.

Analysis

The acquisition did not extinguish DigitalBridge’s Series I preferred stock. It changed the choices around it. Holders have until close of business on 22 October to convert each share into $14.43 in cash. If they do not, the shares stay outstanding under their existing terms, but the change-of-control conversion right expires.

That timetable is distinct from the $25 figure many preferred investors may associate with the security. DigitalBridge’s filed charter gives the Series I shares a $25 liquidation preference. Separately, it lets the company—not the holder—choose to redeem shares for $25 plus accrued and unpaid dividends within 120 days after a change of control. If the company calls particular shares for redemption, those shares cannot also be converted. A liquidation preference is not an unconditional buyback price or a cash floor available on demand.

The $14.43 amount follows a transaction formula, not the liquidation label: the 8-K describes it as the $16 common-stock consideration multiplied by Series I’s adjusted 0.901875 share cap. The difference between $14.43 and $25 therefore should not be read as a certain loss or as proof that a $25 payment is due. The two amounts attach to different rights and conditions.

Timing affects the setting in which holders make that choice. DigitalBridge expects Series I to be removed from NYSE trading before the 5 October open. It says it plans to file Form 15 after the delisting Form 25 takes effect, requesting suspension of Exchange Act reporting obligations for the common and preferred shares. The release does not identify a replacement trading venue or promise post-delisting liquidity, and the planned reporting step had not happened by 2 October.

The underlying income right is also conditional. The charter describes cumulative cash dividends at 7.15% of the $25 preference—equivalent to $1.7875 per share annually—when authorized and declared by the board and paid from legally available funds. It is not an unconditional yield guarantee. The June quarter-end filing listed 12.867 million Series I shares outstanding, a dated measure of the class rather than a post-close investor count.

The public documents establish a narrow decision window and who controls each route; they do not reveal what individual holders will elect or what liquidity will remain afterward. The conversion right gives holders an exit mechanism for a stated period. The surviving shares preserve the preferred claim, while the issuer retains a separate redemption choice. Those distinctions—not the headline $25 number alone—define the market event.

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