By Kenneth Lim
Boston, Oct. 13 - Five Star Quality Care Inc. on Thursday priced an upsized $110 million issue of 20-year convertible senior unsecured notes within talk, at a coupon of 3.75% and an initial conversion premium of 25.73%.
The convertibles were offered at par. Price talk was for a coupon of 3.75% to 4.25% and an initial conversion premium of 22.5% to 27.5%. The size of the deal was originally $80 million with an over-allotment option for a further $12 million.
The greenshoe is now $16.5 million.
UBS was the bookrunner of the Rule 144A offering.
The convertibles are non-callable for the first five years, and there are puts in years seven, 10 and 15.
The notes have dividend protection, and a change-of-control put with a premium make-whole feature.
Five Star, a Newton, Mass.-based nursing home and senior living community operator, said the proceeds of the deal will be used for general purposes, including possible future acquisitions.
| Issuer: | Five Star Quality Care Inc.
|
| Issue: | Convertible senior unsecured notes
|
| Bookrunner: | UBS Investment Bank
|
| Amount: | $110 million
|
| Greenshoe: | $16.5 million
|
| Maturity: | Oct. 15, 2026
|
| Coupon: | 3.75%
|
| Price: | Par
|
| Yield: | 3.75%
|
| Conversion premium: | 25.73%
|
| Conversion price: | $13.00
|
| Conversion ratio: | 76.9231
|
| Dividend protection: | Yes
|
| Takeover protection: | Change-of-control put with premium make whole
|
| Call protection: | Non-callable before Oct. 20, 2011
|
| Puts: | Oct. 15, 2013; Oct. 15, 2016; Oct 15, 2021
|
| Price talk: | 3.75%-4.25%, up 22.5%-27.5%
|
| Pricing date: | Oct. 12 after the close
|
| Settlement date: | Oct. 17
|
| Distribution: | Rule 144A
|
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