By Rebecca Melvin
New York, Feb. 18 – Outokumpu Oyj priced €215 million of five-year senior unsecured convertible bonds at par to yield 3.25% with an initial conversion premium of 30%, according to a news release.
Pricing of the Regulation S deal came at the midpoint of 2.75% to 3.75% coupon talk and at the cheap end of 30% to 35% premium talk.
There is a coupon step-up by 0.75% if Outokumpu’s secured capital market debt – excluding any existing secured notes – exceeds €250 million.
There is an over-allotment option for up to €35 million of additional bonds. Credit Agricole CIB was the bookrunner, and BNP Paribas, J.P. Morgan Securities plc, Nordea Bank Danmark A/S, Pohjola Bank plc, Skandinaviska Enskilda Banken AB (publ) and the Royal Bank of Scotland plc were co-lead managers.
The bonds are non-callable for three years and then provisionally callable if shares exceed 130% of the conversion price. There is also a takeover put.
Proceeds will be used to refinance Outokumpu’s existing debt and for redemption of its senior secured notes maturing in 2016. Outokumpu is also planning to cancel the unused €250 million of its €500 million liquidity facility established in February 2014.
The bonds are expected to be listed on the open market segment of the Frankfurt Stock Exchange.
Based in Espoo, Finland, Outokumpu is a stainless steel company.
| Issuer: | Outokumpu Oyj
|
| Issue: | Convertible senior notes
|
| Amount: | €215 million
|
| Greenshoe: | €35 million
|
| Maturity: | Feb. 26, 2020
|
| Bookrunner: | Credit Agricole CIB
|
| Co-lead managers: | BNP Paribas, J.P. Morgan Securities plc, Nordea Bank Danmark A/S, Pohjola Bank plc, Skandinaviska Enskilda Banken AB (publ) and the Royal Bank of Scotland plc J.P. Morgan Securities LLC and Wells Fargo Securities LLC
|
| Coupon: | 3.25%
|
| Price: | Par
|
| Yield: | 3.25%
|
| Conversion premium: | 30%
|
| Initial conversion ratio: | 7.4268 shares
|
| Calls: | Non-callable for three years, then provisionally callable at 130% price hurdle
|
| Puts: | No puts
|
| Takeover protection: | Yes
|
| Price talk: | 2.75%-3.75%, up 30%-35%
|
| Pricing date: | Feb. 18
|
| Settlement date: | Feb. 26
|
| Distribution: | Regulation S
|
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