Are there any covenants, redemption features, or over‑allotment options attached to the offering that could further alter the share count or capital raised?

Covenants, redemption features & over‑allocation – The press‑release for Solventum’s secondary offering does not mention any redemption rights or protective covenants (e.g., mandatory redemption, put‑options, or “green‑shoe”‑type redemption clauses). Since the transaction is a pure secondary equity sale, the typical “covenants” are limited to standard lock‑up agreements on insiders and a customary 30‑day (or longer) restriction on the sale of additional shares by the selling shareholders. There is no indication of a redemption feature that would allow the company to repurchase the securities, nor any debt‑like covenant that would affect the capital‑raise amount.

Over‑ allotment/overallotment – The filing does not explicitly disclose an over‑allotment (greenshoe) option, but most NYSE‑listed secondary offerings include a standard 15 % overallotment that the underwriters can exercise if demand exceeds supply. If such an option is granted, the share count could rise by up to ~1.32 million shares (15 % of 8.8 M), pushing the total offering size to roughly 10.1 million shares and increasing gross proceeds proportionally. Traders should therefore anticipate a modest upward pressure on the dilution metric and monitor the underwriters’ filing (Form S‑1 or 8‑K) for any amendment that adds an overallotment. In the meantime, the announced pricing already suggests a modest dilution impact—roughly 2 %–3 % of the current float—so unless the overallotment is exercised or an unexpected redemption clause is added later, the share‑count and capital raised will remain close to the stated 8.8 M‑share, ~ $165 M gross proceeds target. 

Trading implication – Expect a modest short‑term sell‑pressure as the new shares are priced and start trading, but the lack of redemption or covenant‑driven contingencies means the capital raise is effectively fixed. If the market sees the over‑allocation exercised, expect a secondary dip (dilution) on the day of execution; otherwise, the price‑impact will be limited to the announced 8.8 M shares. Position accordingly: consider a modest short position or a hedge with options if you expect the overallotment to be exercised, or a neutral stance if the market already priced in the dilution.