By Abigail W. Adams
Portland, Me., March 3 – Fastly Inc. priced an upsized $825 million of five-year convertible notes after the market close on Tuesday at par with a coupon of 0% and an initial conversion premium of 45%, according to a market source.
Pricing came at the rich end of talk for a coupon of 0% to 0.25% and at the cheap end of talk for an initial conversion premium of 45% to 50%, according to a market source.
Morgan Stanley & Co. LLC is lead left bookrunner for the Rule 144A offering, which carries an upsized greenshoe of $123.75 million.
The initial size of the offering was $750 million with a greenshoe of $112.5 million.
The notes are non-callable until March 20, 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.
Net proceeds are expected to be $807.8 million or will be $929.1 million if the greenshoe is exercised in full.
Proceeds will be used for general corporate purposes, which may include acquisitions or strategic investments.
Fastly is a San Francisco-based cloud computing services provider.
Issuer: | Fastly Inc.
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Securities: | Convertible senior notes
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Amount: | $825 million
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Greenshoe: | $123.75 million
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Maturity: | March 15, 2026
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Bookrunner: | Morgan Stanley & Co. LLC
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Coupon: | 0%
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Price: | Par
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Yield: | 0%
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Conversion premium: | 45%
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Conversion price: | $102.80
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Conversion rate: | 9.7272
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Call options: | Non-callable until March 20, 2024 and then subject to a 130% hurdle
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Put options: | Upon a fundamental change
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Pricing date: | March 2
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Settlement date: | March 5
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Distribution: | Rule 144A
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Talk: | Coupon of 0% to 0.25% and initial conversion premium of 45% to 50%
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Stock symbol: | NYSE: FSLY
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Stock price: | $70.90 at market close March 2
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Market capitalization: | $8.05 billion
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