By Abigail W. Adams
Portland, Me., Feb. 28 – LivePerson Inc. priced an upsized $200 million of five-year convertible notes prior to the market open Thursday at par with a coupon of 0.75% and an initial conversion premium of 35%, according to a company news release.
Pricing came toward the rich end of talk for a coupon of 0.625% to 1.125% and at the rich end of talk for an initial conversion premium of 30% to 35%, according to a market source.
J.P. Morgan Securities LLC and Barclays are the joint bookrunners for the Rule 144A offering, which carries an upsized greenshoe of $30 million.
The initial size of the deal was $150 million with a greenshoe of $22.5 million.
The notes are contingently convertible until Nov. 1, 2023. They will be settled in cash, shares, or a combination of the two at the company’s option.
The notes are non-callable. They are putable upon a fundamental change.
There is dividend protection.
In connection with the pricing of the convertible notes, LivePerson entered into capped call transactions with a cap price of $57.16, which represents a premium of 100% over the last reported sales price of stock.
Net proceeds are expected to be $192 million, or $221.1 million if the greenshoe is exercised in full.
Proceeds will be used to cover the cost of the call spread and for general corporate purposes, which may include acquisitions or other strategic transactions.
LivePerson is a New York-based technology company specializing in the development of products for online messaging, marketing and analytics.
| Issuer: | LivePerson Inc.
|
| Securities: | Convertible senior notes
|
| Amount: | $200 million
|
| Greenshoe: | $30 million
|
| Maturity: | March 1, 2024
|
| Bookrunners: | J.P. Morgan Securities LLC and Barclays
|
| Coupon: | 0.75%
|
| Price: | Par
|
| Yield: | 0.75%
|
| Conversion premium: | 35%
|
| Conversion price: | $38.58
|
| Conversion rate: | 25.9182
|
| Call options: | None
|
| Put options: | Upon a fundamental change
|
| Pricing date: | Feb. 28
|
| Settlement date: | March 4
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 0.625% to 1.125% and an initial conversion premium of 30% to 35%
|
| Stock symbol: | Nasdaq: LPSN
|
| Stock price: | $28.58 at market close Feb. 28
|
| Market capitalization: | $1.83 billion
|
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