By Angela McDaniels
Tacoma, Wash., Dec. 9 – SunPower Corp. priced $400 million of 4% seven-year convertible senior debentures with a 32.5% initial conversion premium, according to a company news release.
The issue has a $25 million greenshoe and was upsized from $350 million.
The convertibles were talked to yield 3.5% to 4% with an initial conversion premium of 32.5% to 37.5%, according to market sources.
The Rule 144A deal, which was launched after the market close on Tuesday, priced after the market close on Wednesday via joint bookrunners Goldman Sachs & Co., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc. and Mizuho Securities USA Inc.
The bonds will be stock settled only.
There is cash takeover protection via a conversion rate ratchet formula and dividend protection via a conversion rate adjustment.
As previously reported, Total Energies Nouvelles Activites USA, a subsidiary of Total SA, which owns about 57.5% of SunPower’s common stock, agreed to purchase $100 million of the convertibles. If the underwriters exercise the greenshoe, Total’s commitment will not change.
The company intends to use the proceeds for general corporate purposes.
SunPower is a San Jose, Calif.-based provider of high-efficiency solar cells, solar panels and solar systems.
Issuer: | SunPower Corp.
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Issue: | Convertible senior debentures
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Amount: | $400 million
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Greenshoe: | $25 million
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Maturity: | Jan. 15, 2023
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Bookrunners: | Goldman Sachs & Co., Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc. and Mizuho Securities USA Inc.
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Coupon: | 4%
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Price: | Par
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Yield: | 4%
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Conversion premium: | 32.5%
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Conversion price: | $30.53
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Conversion ratio: | 32.7568
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Call option: | At par following a non-stock change of control fundamental change
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Price talk: | 3.5%-4%, up 32.5%-37.5%
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Pricing date: | Dec. 9
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Settlement: | Dec. 15
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Distribution: | Rule 144A
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Stock symbol: | Nasdaq: SPWR
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Stock reference price: | $23.04 at close Dec. 9
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