Chicago, Nov. 10 – MGP Ingredients Inc. sold $175 million of convertible notes due 2041 after the market close on Wednesday with a 1.875% coupon and an initial conversion premium of 37.5%, according to a press release.
Pricing came within talk for a coupon of 1.5% to 2% and an initial conversion premium of 35% to 40%, according to a market source.
Wells Fargo Securities LLC is the bookrunner for the Rule 144A offering, which carries a greenshoe of $26.25 million.
The notes are non-callable until Nov. 20, 2024. They are callable subject to a 130% hurdle from Nov. 20, 2024 to Nov. 20, 2026 and then become freely callable.
The notes are putable on Nov. 15, 2026, Nov. 15, 2031 and Nov. 15, 2036 or upon a change of control.
There is dividend protection of about 12 cents a quarter.
The notes will be settled in cash up to the principal amount with any remainder to be settled in cash, shares or a combination of both.
Proceeds will be used to reduce the balance of the company’s revolving credit facility.
MGP Ingredients is an Atchison, Kan.-based producer of distilled spirits, branded spirits and food ingredient solutions.
| Issuer: | MGP Ingredients Inc.
|
| Securities: | Convertible notes
|
| Amount: | $175 million
|
| Greenshoe: | $26.25 million
|
| Maturity: | Nov. 15, 2041
|
| Placement agent: | Wells Fargo Securities LLC
|
| Coupon: | 1.875%
|
| Price: | Par
|
| Yield: | 1.875%
|
| Conversion premium: | 37.5%
|
| Conversion price: | $96.24
|
| Conversion rate: | 10.3911
|
| Call options: | Non-callable until Nov. 20, 2024; the subject to 130% hurdle from Nov. 20, 2024 to Nov. 20, 2026; then freely callable
|
| Put options: | Nov. 15, 2026, Nov. 15, 2031 and Nov. 15, 2036
|
| Pricing date: | Nov. 10
|
| Settlement date: | Nov. 16
|
| Distribution: | Rule 144A
|
| Stock reference price: | $69.99 on Nov. 10
|
| Stock symbol: | Nasdaq: MGPI
|
| Market capitalization: | $1.54 billion
|
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