RPM greenshoe lifts 2.25% seven-year convertibles to $205 million

By Susanna Moon

Chicago, Dec. 9 - RPM International Inc. underwriters fully exercised the $5 million greenshoe on its 2.25% seven-year convertible senior notes, bringing the total deal size to $205 million.

RPM priced $200 million of the convertibles after the market close on Dec. 3, with a conversion premium of about 37%, as previously reported.

The initial conversion rate is 18.8905 shares per $1,000 principal amount of notes, for an initial conversion price of about $52.94 per share. The conversion premium is about 37% over the $38.64 closing price of the stock on Dec. 3.

The notes were talked to yield 2.25% to 2.75% with an initial conversion premium of 30% to 35%.

Upon conversion, the notes may be settled in cash, RPM common shares or a combination of cash and shares, at RPM's option.

The registered deal had a $5 million greenshoe with joint bookrunners Wells Fargo Securities LLC and Goldman Sachs & Co.

The notes, which mature Dec. 15, 2020, have contingent conversion if the company's shares rise to 135% of the conversion price.

The securities are non-callable until Dec. 20, 2017 and then are provisionally callable if the shares rise to 125% of the conversion price. There is takeover protection.

Proceeds will be used to repay, redeem or refinance the company's $200 million of 6.25% senior notes due Dec. 15, 2013, with remaining proceeds to invest in high-quality, short-term investments.

The maker of specialty chemical products is based in Medina, Ohio.

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