By Abigail W. Adams
Portland, Me., March 9 – Eventbrite Inc. priced $185 million of long five-year convertible notes after the market close on Monday at par with a coupon of 0.75% and an initial conversion premium of 30%, according to a company news release.
Pricing came at the rich end of initial talk for a coupon of 0.75% to 1.25% and at the midpoint of initial talk for an initial conversion premium of 27.5% to 32.5%, according to a market source.
Morgan Stanley & Co. LLC was bookrunner for the Rule 1444A offering, which carries a greenshoe of $27.75 million.
The notes are non-callable until March 15, 2024 and then subject to a 130% hurdle.
They are putable upon a fundamental change.
The notes will be settled in cash, shares or a combination of both at the company’s option.
In connection with the offering, the company entered into capped call transactions with a cap price of $37.5375, which represents a premium of 75% over the last reported sales price of stock.
Net proceeds are expected to be $179.6 million or $206.6 million if the greenshoe is exercised in full.
Approximately $16.1 million of net proceeds will be used to cover the cost of the call spread and $153.2 million will be used to repay the full outstanding amount under its May 2020 credit agreement.
Eventbrite is a San Francisco-based self-servicing ticketing and technology platform.
| Issuer: | Eventbrite Inc.
|
| Securities: | Convertible senior notes
|
| Amount: | $185 million
|
| Greenshoe: | $27.75 million
|
| Maturity: | Sept. 15, 2026
|
| Bookrunners: | Morgan Stanley & Co. LLC
|
| Coupon: | 0.75%
|
| Price: | Par
|
| Yield: | 0.75%
|
| Conversion premium: | 30%
|
| Conversion price: | $27.89
|
| Conversion rate: | 35.8616
|
| Call options: | Non-callable until March 15, 2024 and then subject to a 130% hurdle
|
| Put options: | Upon a fundamental change
|
| Pricing date: | March 9
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 0.75% to 1.25% and an initial conversion premium of 27.5% to 32.5%
|
| Stock symbol: | NYSE: EB
|
| Stock price: | $21.45 at market close March 8
|
| Market capitalization: | $1.99 billion
|
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