By Rebecca Melvin
New York, April 14 – Steinhoff International Holdings NV priced an upsized €1.1 billion of 7.5-year convertible senior bonds at par on Thursday to yield 1.25% with an initial conversion premium of 40%, according to a company news release.
The Regulation S convertibles are being issued by subsidiary Steinhoff Finance Holding GmbH and are guaranteed by the parent company.
Pricing came at the cheap end of price talk for a 0.5% to 1.25% coupon and a 40% to 45% premium over the reference price based on the prices of its Frankfurt- and Johannesburg-listed shares.
The issue was increased from a planned €1 billion.
Concurrently with the pricing of the bonds, Steinhoff is calling the remaining principal outstanding of its 4.5% convertible guaranteed bonds due 2018. Holders of 88% of the principal amount of the 2018 bonds have already converted their bonds, resulting in the current remaining principal amount outstanding of €56 million, or 12% of the original €467.5 million.
The bonds are non-callable until May 12, 2020 and then provisionally callable if the bonds exceed €130,000 for a specified period.
Application is being made to list the bonds for trading on the Frankfurt Stock Exchange.
Proceeds will be used to refinance existing debt, to replace acquisition-related facilities, to facilitate future share repurchases to manage and counter dilution and for general corporate purposes.
Citigroup Global Markets Ltd., Barclays Bank plc, BNP Paribas, HSBC and Merrill Lynch International are the joint bookrunners of the new bond, which matures Oct. 21, 2023.
Steinhoff is a South African-based international furniture and household goods retail chain operating in Europe, Africa and Australia.
| Issuer: | Steinhoff Finance Holding GmbH
|
| Guarantor: | Steinhoff International Holdings Ltd.
|
| Securities: | Senior unsecured guaranteed convertible bonds
|
| Amount: | €1.1 billion, upsized from €1 billion
|
| Maturity: | Oct. 21, 2023
|
| Bookrunners: | Citigroup Global Markets Ltd., Barclays Bank plc, BNP Paribas, HSBC, Merrill Lynch International
|
| Coupon: | 1.25%
|
| Price: | Par
|
| Yield: | 1.25%
|
| Conversion premium: | 40%
|
| Conversion price: | €7.7578 per share, based on a fixed exchange rate of €1=ZAR 16.3587
|
| Talk: | 0.5%-1.25%, up 40%-45%
|
| Call options: | On or after May 12, 2020 and then provisionally callable if the bonds exceed €130,000 for a specified period
|
| Stock symbol: | Johannesburg: SHF
|
| Pricing date: | April 14
|
| Settlement date: | April 21
|
| Distribution: | Regulation S
|
| Expected listing: | Frankfurt Stock Exchange
|
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