Item 8.01Other Events.
On May 17, 2021, Coinbase Global, Inc., a Delaware corporation (the "Company")
issued a press release announcing that it proposes to offer, subject to market
conditions and other factors, $1.25 billion aggregate principal amount of
convertible senior notes due 2026 (the "Notes"). The Company also intends to
grant the initial purchasers of the Notes a 30-day option to purchase up to an
additional $187.5 million principal amount of Notes, solely to cover
over-allotments. In connection with the pricing of the Notes, the Company
expects to enter into privately negotiated capped call transactions with one or
more of the initial purchasers of the Notes or their respective affiliates
and/or other financial institutions.
The Notes will be sold to persons reasonably believed to be qualified
institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as
amended.
A copy of the press release announcing the proposed offering of the Notes is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits
Exhibit Description
99.1 Press Release dated May 17 , 2021 announcing the proposed offering of
the Notes .
104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.
Coinbase Global, Inc. is a holding company of Coinbase, Inc. and other subsidiaries. The Company provides platform, which enables its users to engage in a variety of activities, including discovering, trading, staking, storing, spending, earning and using their crypto assets. The Company offers a suite of products and services that are designed to meet the distinct needs of its three customer groups: consumers, which includes individual retail user customers seeking to discover or trade crypto assets and engage in on chain activities; institutions, which are businesses that include market makers, asset managers, hedge funds, banks, wealth platforms, registered investment advisors, payment platforms, and public and private corporations; developers, which comprise of developers, creators, merchants, crypto asset issuers, organizations and financial institutions, and other groups building decentralized protocols, applications, products, or other services on chain.
COINBASE GLOBAL, INC. 
