By Rebecca Melvin
New York, Dec. 9 - Lukoil International Finance BV, a subsidiary of OAO Lukoil, launched and priced $1.5 billion of 4.5-year convertible senior bonds at par on Thursday to yield 2.625% with an initial conversion premium of 30%, according to a news release.
The Regulation S offering came toward the cheap end of talk for the coupon, which was 2.5% to 3%, and at the talked price point for the premium above the volume weighted average price of an ADR between launch and pricing.
The bonds, which were primarily placed in Europe with some U.S. offshore participation, will be convertible into Lukoil American Depositary Receipts listed on the London Stock Exchange.
In addition to standard conversion price adjustments, the bonds will be subject to a cash dividend adjustment on dividends exceeding a threshold of $1.75 per ADR per year.
The bonds are non-callable for three years and then are provisionally callable subject to a conversion price hurdle of 140%.
Proceeds will be used for general corporate purposes.
Holders will have the right to convert at any point from 40 days after the issue date, and the bonds will be settled in stock, cash or a combination.
After settlement on Dec. 16, Lukoil will apply to list the bonds on the Official List of the UKLA and to trade on the PSM segment of the London Stock Exchange.
Barclays Capital, Citigroup Global Markets Ltd. and Deutsche Bank AG, London Branch are acting as joint bookrunners and joint lead managers.
Lukoil is a Moscow-based oil and energy company.
| Issuer: | Lukoil International Finance BV
|
| Guarantor: | OAO Lukoil
|
| Issue: | Convertible senior bonds
|
| Amount: | $1.5 billion
|
| Maturity: | June 16, 2015
|
| Bookrunners: | Barclays Capital, Citigroup Global Markets Ltd., Deutsche Bank AG, London Branch
|
| Coupon: | 2.625%
|
| Price: | Par
|
| Yield: | 2.625%
|
| Conversion premium: | 30%
|
| Conversion price: | $73.699
|
| Calls: | Non-callable until Dec. 13, 2013, then provisionally callable subject to a 140% price hurdle
|
| Price talk: | 2.5%-3%, up 30%
|
| Pricing date: | Dec. 9
|
| Settlement date: | Dec. 16
|
| Distribution: | Regulation S
|
| Stock symbol: | London: LKOD
|
| Stock reference price: | $56.6990
|
| Market capitalization: | £30.81 billion
|
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