Deal sells 14,657,980 preferreds at $16.37333; $120 million 5% notes
By Devika Patel
Knoxville, Tenn., May 2 - RCS Capital Corp. completed a $320 million sale of series A convertible preferred stock and senior unsecured convertible notes on April 29, according to an 8-K filed Friday with the Securities and Exchange Commission. It raised $240 million through the preferreds and $80 million from the notes.
The company sold 14,657,980 preferreds at $16.37333 apiece, which is a 55.08% discount to the April 28 closing share price of $36.45. The preferreds sold for a total of $240 million and have a liquidation preference of $270 million.
The 7% preferreds are convertible into class A common stock at the lower of a 2% discount to the one-day volume-weighted average price of the stock for the 10 trading days preceding the conversion, a 2% discount to the closing price of the stock on the conversion date or $20.26, which is a 44.42% discount to the April 28 closing share price.
The convertibles were sold at a price of $666.67 per $1,000 of convertibles. The 5% convertibles mature on Nov. 1, 2021. Each $1,000 of convertibles converts into 47.2144 class A common shares.
Luxor Capital Group, LP was among the investors.
Proceeds were used to help fund the acquisition of Cetera Financial Holdings, Inc.
RCS is a New York-based holding company that operates and grows businesses focused on the financial services industry.
| Issuer: | RCS Capital Corp.
|
| Issue: | Series A convertible preferred stock, senior unsecured convertible notes
|
| Amount: | $360 million
|
| Warrants: | No
|
| Investor: | Luxor Capital Group, LP
|
| Settlement date: | April 29
|
| Stock symbol: | NYSE: RCAP
|
| Stock price: | $36.45 at close April 28
|
| Market capitalization: | $889.84 million
|
|
|
| Preferreds
|
| Amount: | $240 million
|
| Liquidation preference: | $270 million
|
| Preferreds: | 14,657,980
|
| Price: | $16.37333
|
| Dividends: | 7%
|
| Conversion price: | Lower of 2% discount to one-day volume-weighted average price of the stock for 10 trading days preceding conversion, 2% discount to closing price of the stock on conversion date or $20.26
|
|
|
| Convertibles
|
| Amount: | $120 million
|
| Proceeds: | $80 million
|
| Maturity: | Nov. 1, 2021
|
| Price: | $666.67 per $1,000 of notes
|
| Coupon: | 5%
|
| Conversion ratio: | 47.2144 class A common shares per $1,000 of convertibles
|
© 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.
