By Rebecca Melvin
New York, Aug. 20 - Spansion LLC, a subsidiary of Spansion Inc., priced an upsized $150 million of seven-year exchangeable notes late Tuesday at par to yield 2% with an initial conversion premium of 30%, according to a syndicate source.
The Rule 144A offering was upsized from an originally talked $125 million deal size. The greenshoe was upsized to up to $22.5 million of additional notes from $18.75 million.
Pricing came at the midpoint of talk, which was for a coupon of 1.75% to 2.25% and an initial conversion premium of 27.5% to 32.5%.
Joint bookrunners were Barclays, Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, Wells Fargo Securities LLC and Jefferies & Co.
In connection with the deal, Spansion entered into capped call transactions with initial purchasers of the bonds or their affiliates. Details of those transactions were not disclosed.
Proceeds will be used to pay the cost of the capped call transactions, to repurchase $100 million principal amount of its outstanding 7.785% senior straight notes due 2017 and to fund capital expenditures, working capital and general corporate purposes, which may include repayment of other outstanding debt and to fund acquisitions or other strategic transactions.
Sunnyvale, Calif.-based Spansion is a semiconductor device company.
| Issuer: | Spansion LLC
|
| Guarantor: | Spansion Inc.
|
| Issue: | Exchangeable notes
|
| Amount: | $150 million, upsized from $125 million
|
| Greenshoe: | $22.5 million, upsized from $18.75 million
|
| Maturity: | Sept. 1, 2020
|
| Bookrunners: | Barclays, Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, Wells Fargo Securities LLC, Jefferies & Co.
|
| Coupon: | 2%
|
| Price: | Par
|
| Yield: | 2%
|
| Conversion premium: | 30%
|
| Conversion price: | $13.87
|
| Conversion ratio: | 72.0929
|
| Net share settlement: | Yes
|
| Call protection: | Non-callable
|
| Puts: | No puts
|
| Call spread: | Yes
|
| Takeover protection: | Yes
|
| Dividend protection: | Yes
|
| Price talk: | 1.75%-2.25%, up 27.5%-32.5%
|
| Pricing date: | Aug. 20
|
| Settlement date: | Aug. 26
|
| Stock reference price: | $10.67 at close Aug. 20
|
| Distribution: | Rule 144A
|
| Market capitalization: | $626.6 million
|
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