PureCycle Technologies, Inc. has commenced underwritten public offerings of $250.0 million aggregate principal amount of its convertible senior notes due 2032 and $145.0 million of shares of its common stock, par value $0.001 per share. The company intends to use the net proceeds from these concurrent offerings to repurchase a portion of its outstanding 7.25% green convertible notes due 2030 in privately negotiated transactions, repurchase additional notes from time to time, and for working capital and general corporate purposes. This strategic move aims to optimize the company's capital structure and reduce future interest obligations.

The Offerings are being made pursuant to an automatically effective shelf registration statement on Form S-3 (File No. 333-296672), previously filed with the U.S. Securities and Exchange Commission (SEC) on June 10, 2026. The notes will be general unsecured obligations of PureCycle and will accrue interest payable semiannually in arrears. Specific terms such as the interest rate and conversion rate will be determined at the time of pricing. Morgan Stanley is acting as the sole bookrunner for each of the proposed Offerings.

Offering Details

PureCycle has granted underwriters a 30-day option to purchase additional securities to cover over-allotments. This includes up to an additional $37.5 million aggregate principal amount of notes and up to an additional $18.75 million of shares of common stock.

Use of Proceeds

The primary allocation of the capital raised is directed towards debt management. The company plans to utilize the funds to pay the cost of repurchasing for cash a portion of its outstanding 7.25% green convertible notes due 2030. Any remaining proceeds will be used for working capital and other general corporate purposes, providing financial flexibility for future operations.

PureCycle Technologies and Innovia Films have successfully produced white, cavitated biaxially oriented polypropylene (BOPP) film using PureCycle's PureFive Choice resin. The film contains more than 40% post-consumer recycled (PCR) content and is targeted at brand owners seeking to introduce recycled content into their white, cavitated BOPP applications. This development addresses the growing demand for sustainable packaging solutions driven by regulatory requirements and voluntary commitments.

White, cavitated BOPP film is a critical material in consumer packaging, known for its opacity, light weight, and printability. It is widely used in food-contact applications such as candy wrappers, ice cream novelty wrappers, snack packaging, and roll-fed labeling. The film's cavitated structure provides a paper-like feel and an ideal print surface while maintaining mechanical performance and moisture barrier properties essential for food packaging.

The successful production of this film using PureFive Choice resin marks a significant commercial expansion for post-consumer recycled polypropylene in flexible packaging. Innovia Films conducted comprehensive process evaluations, assessing resin behavior across the full cavitated BOPP production sequence. The trials showed that films made with varying percentages of PureFive Choice resin delivered comparable mechanical, barrier, and sealing properties to films made with virgin polypropylene resin.

Regulatory and Market Drivers

The achievement comes as Extended Producer Responsibility (EPR) legislation reshapes procurement decisions for flexible packaging converters and brand owners. In the United States, California's SB 54 mandates virgin plastic reduction, driving reformulation across the supply chain. In Europe, the Packaging and Packaging Waste Regulation (PPWR) expands mandatory recycled content targets for plastic packaging beginning in 2030, with particular urgency for film and flexible formats.

PureCycle's PureFive Choice resin is positioned to help converters and brand owners meet these regulatory requirements without sacrificing performance or processability. The resin is produced through PureCycle's patented dissolution recycling process, which removes color, odor, and contaminants from post-consumer polypropylene to yield a recycled resin suitable for a wide range of end uses.

Industry Impact

Beyond regulatory compliance, demand for PCR-content flexible packaging is driven by major consumer goods companies' voluntary commitments to the Ellen MacArthur Foundation's New Plastics Economy Global Commitment. Hundreds of brand owners have pledged to incorporate recycled content and advance circularity across their packaging portfolios. White, cavitated BOPP film has historically been challenging to incorporate with meaningful recycled content, and this collaboration provides a commercially scalable path to meeting those pledges.

Key Attributes of PureFive Choice Resin

Chris Freshwater, Market Manager at Innovia Films, highlighted the significance of the collaboration, stating that PureCycle's dissolution recycling technology is a "gamechanger" for introducing post-consumer recycled content to films with an energy-saving process. Pete Dias, PureCycle Senior Director of Market, Product, and Application Development, emphasized that the successful production demonstrates PureFive resin's ability to meet the performance and appearance requirements of brand owners.