Joby Aviation Announces Major Capital Raise Through Stock and Convertible Notes Offerings

On January 28, 2026, Joby Aviation, Inc. (NYSE: JOBY), a pioneer in developing electric air taxis for commercial passenger services, unveiled its intention to raise $1 billion through a dual offering. The company plans to offer convertible senior notes due in 2032 alongside an additional offering of its common stock. The announcements come as Joby continues its journey toward operational readiness and the commercialization of its innovative air transportation solutions.

Joby's proposed note offering will consist of senior, unsecured obligations that will accrue interest payable semi-annually. The notes will mature on February 15, 2032, unless certain conditions prompt earlier redemption, repurchase, or conversion. Notably, holders of these notes will have conversion rights under specified circumstances, allowing them to convert into cash, shares of common stock, or a combination thereof at Joby’s discretion.

The company plans to grant underwriters a 30-day option to purchase additional notes to cover any over-allotments. The completion of this offering is contingent on the successful execution of the concurrent common stock offering.

Joby is also set to offer its common stock, with a similar provision for underwriters to buy additional shares. This offering is not contingent upon the completion of the note offering, reflecting the company’s strategy to maximize capital-raising opportunities simultaneously.

In a strategic move to facilitate hedging for some investors, Morgan Stanley will conduct a delta offering of Joby’s common stock, borrowing shares from third parties. The size of this offering will be determined at the time of pricing but is expected to be limited to commercially reasonable short positions.

The proceeds from these offerings will be pivotal in advancing Joby’s operational goals. The company intends to allocate a portion of the net proceeds from the note offering to enter into capped call transactions, aimed at mitigating potential dilution of its common stock. The remainder of the proceeds, combined with existing cash and short-term investments, will fund certification and manufacturing efforts, prepare for commercial operations, and support general corporate purposes.

As part of the financing strategy, Joby expects to engage in privately negotiated capped call transactions with selected underwriters. These transactions are designed to minimize dilution associated with the conversion of the notes and offset any cash payments that may exceed the principal amount of converted notes. The execution of these transactions may influence the trading price of Joby’s stock as the counterparties establish their initial hedges.

Morgan Stanley, Allen & Company LLC, and BofA Securities are serving as joint book-running managers for the common stock offering, while the same firms, along with Goldman Sachs & Co. LLC, are managing the note offering. ICR Capital LLC is acting as Joby’s financial advisor for the note offering.

Joby’s press release includes forward-looking statements regarding the anticipated terms of the offerings and the intended use of proceeds, reflecting the company’s optimistic outlook as it progresses toward operational readiness. However, these statements carry inherent risks and uncertainties, including market conditions and the company’s operational execution.

Joby Aviation's strategic offerings signal a significant step forward in its mission to revolutionize urban transportation with electric air taxis. By raising capital through these dual offerings, Joby is positioning itself to accelerate its development timelines and operational readiness, aiming to make its vision of air mobility a reality sooner rather than later. As the market continues to evolve, investors and analysts alike will be keenly observing how these offerings play out and their implications for Joby's future.