New York, Nov. 13 - CDC Corp. said it priced a sale of $168 million of senior exchangeable convertible notes due 2011 with a 3.75% coupon and a 60% initial conversion premium.
The Atlanta and Beijing-based maker of software for enterprises, mobile applications and online games said it sold the notes to 12 institutional investors led by Evolution Capital Management LLC.
If there is an initial public offering for at least $100 million of either CDC Software or CDC Games then the notes become exchangeable into that company's common shares at a price linked to the IPO price, with a discount that increases over time.
Should neither company complete an IPO in two years then the notes become convertible into CDC Corp.'s stock at a price of $10.37 per share, a 60% premium to the 10-day average closing price.
Cowen & Co. was the placement agent.
Proceeds from the notes will be used for acquisitions at CDC Software and CDC Games, as well as for game development, investment in research and development and for other general corporate purposes, including working capital to support new growth initiatives.
| Issuer: | CDC Corp.
|
| Issue: | Senior exchangeable convertible notes
|
| Underlying stock: | CDC Software or CDC Games following IPO, into CDC Corp. if no IPO within two years
|
| Amount: | $168 million
|
| Maturity: | 2011
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| Coupon: | 3.75%
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| Initial conversion premium: | 60%
|
| Conversion price: | $10.37
|
| Call: | 1 year after IPO or notes become convertible, subject to 130% hurdle
|
| Put: | After 3 years and 20 days in no IPO
|
| Placement agent: | Cowen & Co.
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| Investors: | Alexandra Global Master Fund Ltd.; Capital Ventures International; Evolution Master Fund Ltd.; Deutsche Bank AG, London Branch; Jayhawk PE Blocker Corp.; Jayhawk PE Co-Invest Blocker Corp.; JGB Capital Offshore Ltd.; Kings Road Investments Ltd.; M Kingdon Offshore Ltd.; Portside Growth and Opportunity Fund; Radcliffe SPC, Ltd.; Scoggin International Fund, Ltd.; O'Connor PIPES Corporate Strategies Master Ltd.
|
| Pricing date: | Nov. 10
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| Distribution: | Regulation D
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