By Rebecca Melvin
New York, March 20 - National Health Investors Inc. priced $175 million of seven-year convertibles after the market close Wednesday at par to yield 3.25% with an initial conversion premium of 20%, according to a term sheet.
The registered, off-the-shelf offering priced at the rich end of 3.25% to 3.75% coupon talk and at the midpoint of the 17.5% to 22.5% premium talk.
There is a $25 million greenshoe.
The joint bookrunners were BofA Merrill Lynch and J.P. Morgan Securities LLC.
The notes are non-callable for life with no puts. There is a change-of-control make-whole delivered upon conversion as additional shares. The bonds also have dividend protection.
Conversion settlement will be in cash, shares or a combination of cash and shares.
Proceeds are expected to be used to reduce amounts outstanding under the company's revolving credit facility and for general working capital purposes.
Murfreesboro, Tenn.-based National Health Investors is a health care real estate investment trust.
| Issuer: | National Health Investors Inc.
|
| Issue: | Convertible senior notes
|
| Amount: | $175 million
|
| Greenshoe: | $25 million
|
| Maturity: | April 1, 2021
|
| Bookrunners: | BofA Merrill Lynch and J.P. Morgan Securities LLC
|
| Co-lead managers: | BMO Capital Markets Corp. and KeyBanc Capital Markets Inc.
|
| Co-managers: | Capital One Securities Inc., JMP Securities LLC, Regions Securities LLC and Stifel, Nicolaus & Co. Inc.
|
| Coupon: | 3.25%
|
| Price: | Par
|
| Yield: | 3.25%
|
| Conversion premium: | 20%
|
| Conversion price: | $71.81
|
| Conversion ratio: | 136.9260 shares
|
| Calls: | Non-callable
|
| Puts: | No
|
| Takeover protection: | Yes
|
| Dividend protection: | Yes
|
| Net share settlement: | Cash, stock or a combination
|
| Price talk: | 3.25%-3.75%, up 17.5%-22.5%
|
| Pricing date: | March 19
|
| Closing date: | March 25
|
| Distribution: | Off shelf
|
| Stock symbol: | NYSE: NHI
|
| Stock price: | $59.84 at close March 19
|
| Market capitalization: | $1.98 billion
|
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