By Kenneth Lim
Boston, Dec. 8 - Orbital Sciences Corp. on Thursday priced $143.75 million of 20-year convertible senior subordinated notes at talk, at a coupon of 2.4375% and an initial conversion premium of 30%. The deal amount includes an $18.75 million over-allotment option that was immediately exercised.
The convertibles were offered at par and talked at a coupon of 2.4375% and an initial conversion premium of 30%.
Wachovia and Banc of America Securities were the bookrunners of the Rule 144A offering.
The convertibles are non-callable for the first seven years and may be put in years seven, 10 and 15.
There is a contingent conversion hurdle at 130% of the conversion price.
There will be dividend and takeover protection.
Orbital, a Dulles, Va.-based builder of small rockets and space systems, said it will concurrently buy back up to $50 million of its common stock using the proceeds of the deal. It will also buy back its outstanding 9% senior notes due 2011.
Orbital on Thursday announced a cash tender offer and consent solicitation for those 9% senior notes. The total consideration for that offer will include a $20 consent fee per $1,000 note, and a yield equal to a spread of 50 basis points plus the bid-side yield of the 3.625% Treasuries due June 30, 2007.
| Issuer: | Orbital Sciences Corp.
|
| Issue: | Convertible senior subordinated notes
|
| Bookrunners: | Wachovia and Banc of America Securities
|
| Amount: | $143.75 million, including $18.75 million greenshoe already exercised
|
| Greenshoe: | $18.75 million, already exercised
|
| Maturity: | Jan. 15, 2027
|
| Coupon: | 2.4375%
|
| Price: | Par
|
| Yield: | 2.4375%
|
| Conversion premium: | 30%
|
| Conversion price: | $24.48
|
| Conversion ratio: | 40.8513
|
| Contingent conversion: | 130%
|
| Dividend protection: | Yes
|
| Takeover protection: | Yes
|
| Call protection: | Non-callable before Jan. 21, 2014
|
| Puts: | Jan. 15, 2014; Jan. 15, 2017; Jan. 15, 2022
|
| Price talk: | 2.4375%, up 30%
|
| Pricing date: | Dec. 7, after the close
|
| Settlement date: | Dec. 13
|
| Distribution: | Rule 144A
|
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