By Abigail W. Adams
Portland, Me., Sept. 23 – Omnicell Inc. priced $500 million of five-year convertible notes after the market close on Tuesday at par with a coupon of 0.25% and an initial conversion premium of 37.5%, according to a company news release.
Pricing came at the rich end of talk for a coupon of 0.25% to 0.75% and richer than talk for an initial conversion premium of 30% to 35%, according to a market source.
J.P. Morgan Securities LLC and Wells Fargo Securities LLC were joint bookrunners for the Rule 144A offering, which carries a greenshoe of $75 million.
The notes are non-callable until Sept. 20, 2023 and then subject to a 130% hurdle. They are putable upon a fundamental change.
There is dividend protection.
The notes will be settled in cash, shares or a combination of both at the company’s option.
In connection with the offering, the company entered into convertible note hedge and warrant transactions with a strike price of $141.56 on the warrants, which represents a 100% premium over the last reported sales price of stock.
Net proceeds are expected to be $486.5 million.
Approximately $42.9 million of the proceeds will be used to cover the cost of the hedge transactions and $53 million will be used to repurchase shares of common stock from the initial purchasers of the notes at a purchase price of $70.78 per share.
Remaining proceeds will be used to pay down borrowings under the company’s revolving credit facility and for general corporate purposes, which may include potential acquisitions and strategic transactions.
Omnicell is a Mountain View, Calif.-based medication management solutions company.
| Issuer: | Omnicell Inc.
|
| Securities: | Convertible senior notes
|
| Amount: | $500 million
|
| Greenshoe: | $75 million
|
| Maturity: | Sept. 15, 2025
|
| Bookrunners: | J.P. Morgan Securities LLC and Wells Fargo Securities LLC
|
| Coupon: | 0.25%
|
| Price: | Par
|
| Yield: | 0.25%
|
| Conversion premium: | 37.5%
|
| Conversion price: | $97.32
|
| Conversion rate: | 10.2751
|
| Call options: | Non-callable until Sept. 20, 2023 and then subject to a 130% hurdle
|
| Put options: | Upon a fundamental change
|
| Pricing date: | Sept. 22
|
| Settlement date: | Sept. 25
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 0.25% to 0.75% and initial conversion premium of 30% to 35%
|
| Stock symbol: | Nasdaq: OMCL
|
| Stock price: | $70.78 at market close Sept. 22
|
| Market capitalization: | $3.03 billion
|
|
|
© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere.
For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.
