ODDITY Tech Secures $600M 0% Exchangeable Notes with Capped Calls

Introduction to the Company

ODDITY TECH LTD (NASDAQ: ODD) is a consumer-tech platform focused on the global beauty and wellness market. The company utilizes data science, machine learning, and computer vision to develop and market brands that provide personalized experiences. Its primary brands, IL MAKIAGE and SpoiledChild, have attracted a significant number of consumers to online beauty shopping. ODDITY is headquartered in New York, NY, and operates a research and development center in Tel Aviv.

Corporate Structure and Operations

ODDITY TECH LTD is privately held and reports having between 201 and 500 employees on LinkedIn. Key personnel include Dave Lu, Carolin Harris, and Borys Ruvinskyi. As of June 30, 2025, Franklin Resources, Inc. holds 1,645,414 Class A ordinary shares (CUSIP M7518J104), representing 3.7% of that class, according to an amended Schedule 13G/A filed with the SEC on August 5, 2025. Other reporting persons on that filing have no beneficial ownership.

Beauty Technology by bruce mars

Developments and News

On June 12, 2025, ODDITY Finance LLC completed a private offering of $600 million aggregate principal amount of 0% Exchangeable Senior Notes due March 15, 2030, with an option for an additional $75 million. The notes are exchangeable at an initial rate of 10.8655 Class A shares per $1,000 principal amount (equating to an exchange price of approximately $92.03 per share), and capped call transactions were arranged to mitigate dilution.

On August 4, 2025, ODDITY filed a Form 6-K reporting a press release of financial results for the quarter ended June 30, 2025; detailed metrics are provided in Exhibit 99.1 of that filing.

On August 5, 2025, the amended Schedule 13G/A confirmed Franklin Resources as a significant shareholder with a 3.7% ownership of Class A shares.

Financial and Strategic Analysis

As of the market close on August 7, 2025, ODDITY’s Class A shares traded at $57.97, remaining unchanged throughout the day, with a volume of 105,624 shares (average volume: 1,317; volume rate: +7,920.05%). According to Yahoo Finance data:

• Day’s trading range: $57.19–$66.86
• 52-week range: $32.71–$79.18
• Market capitalization: $3.22 billion
• Trailing P/E (TTM): 32.07
• EPS (TTM): $1.80
• Profit margin: 14.65%
• Return on equity (TTM): 30.36%
• Total cash (MRQ): $678.68 million
• Total debt/equity (MRQ): 6.51%
• Levered free cash flow (TTM): $94.45 million

The June private offering of exchangeable notes provides $600 million in zero-coupon financing while enabling optional conversion into equity at a premium. Concurrent capped call transactions are intended to limit share dilution upon exchange. The ranking of the debt is equal to ODDITY’s unsecured senior indebtedness and is subject to subordination relative to secured obligations.

Market Position and Industry Context

ODDITY operates within the Technology, Information, and Internet sector, targeting beauty and wellness e-commerce utilizing a data-driven model. Its brands compete with established beauty retailers and digitally native vertical brands. Analyst estimates indicate a one-year price target of $73.33, reflecting market expectations for brand expansion and digital engagement.

tl;dr

• On June 12, 2025, ODDITY issued $600 million of 0% Exchangeable Senior Notes due 2030, with capped call transactions to mitigate dilution.
• The Form 6-K filed on August 4, 2025, announced Q2 results for the period ended June 30, 2025 (details in Exhibit 99.1).
• An amended Schedule 13G/A on August 5, 2025, revealed Franklin Resources owns 3.7% of Class A shares.
• Shares stood at $57.97 on August 7, 2025, with an average-volume multiple of +7,920%; market capitalization is $3.22 billion.
• Analysts’ one-year target is $73.33; the next earnings date is November 5, 2025.