By Abigail W. Adams
Portland, Me., Nov. 17 – NCL Corp. Ltd., a subsidiary of Norwegian Cruise Line Holdings Ltd., priced an upsized $1 billion of six-year exchangeable notes after the market close on Tuesday at par with a coupon of 1.125% and an initial exchange premium of 42.5%, according to a company new release.
Pricing came at the rich end of talk for a coupon of 1.125% to 1.625% and an initial exchange premium of 37.5% to 42.5%, according to a market source
Barclays, Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC were bookrunners for the Rule 144A offering, which carries an upsized greenshoe of $150 million.
The initial size of the offering was $800 million with a greenshoe of $120 million.
The notes are exchangeable into cash, ordinary shares or a combination of both at the issuer’s election.
If the option to exchange into shares is exercised, the notes will be converted into series A preference shares of NCL Corp. and then will immediately and automatically be exchanged for a number of ordinary shares.
Concurrently, the company priced a secondary offering of 42,858,854 shares at a price of $23.64 per share.
Proceeds from the convertible notes offering will be used to repurchase $715,899,000 of the 6% exchangeable senior notes due 2024 in privately negotiated transactions.
Remaining proceeds will be used for general corporate purposes.
NCL Corp. is a Miami-based cruise line.
| Issuer: | NCL Corp. Ltd.
|
| Securities: | Exchangeable senior notes
|
| Amount: | $1 billion
|
| Greenshoe: | $150 million
|
| Maturity: | 2027
|
| Bookrunners: | Barclays, Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC
|
| Coupon: | 1.125%
|
| Price: | Par
|
| Yield: | 1.125%
|
| Exchange premium: | 42.5%
|
| Exchange price: | $33.69
|
| Exchange rate: | 29.6850
|
| Pricing date: | Nov. 16
|
| Settlement date: | Nov. 19
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 1.125% to 1.625% and initial exchange premium of 37.5% to 42.5%
|
| Stock symbol: | NYSE: NCLH
|
| Stock price: | $23.64 in concurrent offering
|
| Market capitalization: | $8.75 billion
|
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