By Rebecca Melvin
New York, Jan. 30 - Fluidigm Corp. priced $175 million of 20-year convertible senior notes at par after the market close Wednesday to yield 2.75% with an initial conversion premium of 40%, according to a syndicate source.
Marketing of the registered deal was expedited and occurred a day earlier than initially expected. Pricing came at the fixed coupon point, which was tightened during marketing from 2.75% to 3.25%, and at the rich end of 35% to 40% initial conversion premium talk, which was also tightened during marketing from 30% to 35%.
The deal has a $26.25 million greenshoe and was sold via bookrunner Piper Jaffray & Co.
The notes are non-callable for four years and then are provisionally callable for three years if the closing stock price is greater than 130% of the conversion price for at least 20 days out of 30.
There are investor puts in years seven, 10 and 15. There is also takeover protection and dividend protection via a conversion ratio adjustment for dividends paid on the common stock.
About $119.7 million of the proceeds will be used to fund the acquisition of DVS Sciences Inc. Remaining proceeds will be used for research and development, commercialization of products, working capital and other general corporate purposes.
South San Francisco, Calif.-based Fluidigm develops, makes and markets integrated microfluidic circuit systems.
| Issuer: | Fluidigm Corp.
|
| Issue: | Convertible senior notes
|
| Amount: | $175 million
|
| Greenshoe: | $26.25 million
|
| Maturity: | Feb. 4, 2034
|
| Bookrunner: | Piper Jaffray & Co.
|
| Coupon: | 2.75%
|
| Price: | Par
|
| Yield: | 2.75%
|
| Conversion premium: | 40%
|
| Conversion price: | $55.94
|
| Conversion ratio: | 17.8750 shares
|
| Calls: | Non-callable for four years, then provisionally callable for three years at 130% price hurdle
|
| Puts: | In years seven, 10 and 15
|
| Takeover protection: | Yes
|
| Dividend protection: | Yes via conversion ratio adjustment
|
| Price talk: | 2.75%, up 35%-40%, up from 2.75%-3.25%, up 30%-35%
|
| Pricing date: | Jan. 28
|
| Settlement date: | Feb. 4
|
| Stock symbol: | Nasdaq: FLDM
|
| Stock closing price: | $39.96 at close Jan. 28
|
| Distribution: | Registered
|
| Market capitalization: | $1.1 billion
|
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