By Wendy Van Sickle
Columbus, Ohio, Feb. 4 – Integra LifeSciences Holdings Corp. priced $500 million of 0.5% 5.5-year convertible notes after the market close on Tuesday with an initial conversion premium of 30%, according to a news release.
Price talk had been for a coupon of 0.375% to 0.875% and an initial conversion premium of 27.5% to 32.5%, according to a market source.
BofA Securities Inc., the left lead, is a joint active bookrunner along with Morgan Stanley & Co. LLC and SunTrust Robinson Humphrey Inc. for the Rule 144A offering, which carries a greenshoe of $75 million.
Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC are passive bookrunners.
The notes are non-callable until Feb. 20, 2023 and then subject to a 130% hurdle. They are putable upon a fundamental change.
In connection with the pricing, Integra said it would enter into capped call transactions.
Proceeds will be used to cover the cost of the call spread, purchase up to $100 million of common stock, which will include privately negotiated transactions with certain purchasers of the notes, and for general corporate purposes, including the repayment of debt under the company’s senior credit facility.
In addition to the convertible notes offering, Integra announced it had extended the maturity of its credit facility by two years to Feb. 3, 2025.
Integra LifeSciences is a Princeton, N.J.-based medical device company.
| Issuer: | Integra LifeSciences Holdings Corp.
|
| Issue: | Convertible senior notes
|
| Amount: | $500 million
|
| Greenshoe: | $75 million
|
| Maturity: | Aug. 15, 2025
|
| Active bookrunners: | BofA Securities Inc. (left lead), Morgan Stanley & Co. LLC and SunTrust Robinson Humphrey Inc.
|
| Passive bookrunners: | Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC
|
| Coupon: | 0.5%
|
| Conversion premium: | 30%
|
| Conversion price: | $73.67
|
| Conversion ratio: | 13.5739
|
| Call option: | On or after Feb. 20, 2023 subject to a 130% hurdle
|
| Puts: | Upon a fundamental change
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| Price talk: | 0.375%-0.875%, up 27.5%-32.5%
|
| Pricing date: | Feb. 4
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| Settlement date: | Feb. 7
|
| Distribution: | Rule 144A
|
| Stock symbol: | NYSE: IART
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| Stock reference price: | $56.67
|
| Market capitalization: | $4.98 billion
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