McLean, Virginia — January 2, 2026 — Leads & Copy — BigBear.ai (NYSE: BBAI) announced it will significantly improve its balance sheet through the successful reduction of most of its outstanding convertible debt.
The company has issued a redemption notice to holders of its 6.00% Convertible Senior Secured Notes due 2029, calling for the redemption of all outstanding notes. The redemption date is set for January 16, 2026, at which time all outstanding notes called for redemption that have not been submitted for conversion will be redeemed for cash. The redemption price will be equal to the principal amount of the notes plus accrued and unpaid interest to the redemption date.
BigBear.ai anticipates eliminating approximately $125 million of debt through a combination of voluntary conversions by noteholders and the company’s redemption of any notes not converted by the redemption date. Noteholders already voluntarily converted approximately $58 million in principal in 2025.
According to Kevin McAleenan, Chief Executive Officer of BigBear.ai, this action will strengthen the company’s balance sheet at the first opportunity permitted under the terms of the notes. The company expects to issue shares of its common stock that were reserved for this purpose when the notes were initially issued in 2024.
BigBear.ai expects that substantially all noteholders will voluntarily convert their notes, allowing these transactions to be completed without any material cash outlay by the company. Instead, the company expects to satisfy most or all of its obligations under the notes by issuing previously reserved shares of its common stock, which preserves liquidity while materially strengthening the company’s balance sheet.
McAleenan said that the announcement represents an important step in strengthening BigBear.ai’s long-term financial foundation and reflects a disciplined approach to capital management. He added that by meaningfully reducing the company’s debt burden, it will improve its financial flexibility and position the company to pursue its next chapter of growth, balancing targeted acquisitions with continued organic expansion.
As a result of these transactions, BigBear.ai expects to reduce its total note-related debt from approximately $142 million to approximately $17 million, representing the remaining balance of the company’s convertible notes due 2026. The company anticipates that this action will materially lower its long-term liabilities and interest expense, enhance its financial flexibility, and strengthen its balance sheet.
To satisfy the conversion of the notes, BigBear.ai expects to issue approximately 38 million shares of its common stock. These shares were reserved for this purpose when the notes were issued. While the issuance will increase the company’s public float, it will simultaneously eliminate both the related debt and associated interest payment obligations from the company’s balance sheet.
BigBear.ai is a leading provider of mission-ready AI solutions and services for defense, national security, and critical infrastructure. BigBear.ai’s artificial intelligence and predictive analytics capabilities are used in complex, distributed, mission-based operating environments. Headquartered in McLean, Virginia, BigBear.ai is a public company traded on the NYSE under the symbol BBAI.
Source: BigBear.ai
