By Abigail W. Adams
Portland, Me., May 28 – Realogy Holdings Corp. priced an upsized $350 million of five-year exchangeable notes after the market close on Thursday at the rich end of talk with a coupon of 0.25% and an initial exchange premium of 40%.
Price talk was for a coupon of 0.25% to 0.75% and an initial exchange premium of 35% to 40%.
The notes will be issued by Realogy Group LLC and exchangeable for Realogy Holdings shares.
J.P. Morgan Securities LLC (lead left), BofA Securities Inc. and Goldman Sachs & Co. LLC are joint bookrunners for the Rule 144A offering, which carries an upsized greenshoe of $52.5 million.
The initial size of the offering was $300 million with a greenshoe of $45 million.
The notes are non-callable until June 20, 2024 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 up to their principal amount with the remaining to 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.
The strike price on the warrant transactions is $30.6075, which represents a premium of 75% over the closing price of stock on May 27.
Proceeds will be used to cover the cost of the call spread and for general corporate purposes.
Realogy is a Madison, N.J.-based integrated residential real estate services provider, which includes brokerage, relocation, title and settlement businesses and a mortgage joint venture.
| Issuer: | Realogy Group LLC
|
| Securities: | Exchangeable notes
|
| Amount: | $350 million
|
| Greenshoe: | $52.5 million
|
| Maturity: | June 15, 2026
|
| Bookrunners: | J.P. Morgan Securities LLC (lead left), BofA Securities Inc. and Goldman Sachs & Co. LLC
|
| Coupon: | 0.25%
|
| Price: | Par
|
| Yield: | 0.25%
|
| Exchange premium: | 40%
|
| Exchange price: | $24.49
|
| Exchange rate: | 40.8397
|
| Call options: | Non-callable until June 20, 2024 and then subject to a 130% hurdle
|
| Put options: | Upon a fundamental change
|
| Pricing date: | May 27
|
| Settlement date: | June 2
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 0.25% to 0.75% and an initial exchange premium of 35% to 40%
|
| Stock symbol: | NYSE: RLGY
|
| Stock price: | $17.49 at market close May 28
|
| Market capitalization: | $2.04 billion
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