By Abigail W. Adams
Portland, Me., June 12 – LivaNova plc priced $250 million of long five-year exchangeable notes after the market close on Thursday at par at the cheap end of talk with a coupon of 3% and an initial exchange premium of 30%, according to a company news release.
Price talk was for a coupon of 2.5% to 3% and an initial exchange premium of 30% to 35%, according to a market source.
The notes will be issued by LivaNova USA Inc. and exchangeable for LivaNova plc shares.
Barclays, BofA Securities Inc. and Goldman Sachs & Co. LLC were joint bookrunners for the Rule 144A offering, which carries a greenshoe of $37.5 million.
The notes are non-callable until June 20, 2023 and then subject to a 130% hurdle.
They will be settled in cash.
In connection with the pricing of the notes, the company entered into capped call transactions with a cap price of $100, which represents a premium of 113.17% over the last reported sales price of stock.
Net proceeds are expected to be $242 million or will be $278 million if the greenshoe is exercised in full.
Proceeds will be used to cover the cost of the call spread, to repay outstanding amounts under its existing credit facilities and for general corporate purposes.
LivaNova is a London-based medical device manufacturer.
| Issuer: | LivaNova USA Inc.
|
| Securities: | Exchangeable notes
|
| Amount: | $250 million
|
| Greenshoe: | $37.5 million
|
| Maturity: | Dec. 15, 2025
|
| Bookrunners: | Barclays, BofA Securities Inc. and Goldman Sachs & Co. LLC
|
| Coupon: | 3%
|
| Price: | Par
|
| Yield: | 3%
|
| Exchange premium: | 30%
|
| Exchange price: | $60.98
|
| Exchange rate: | 16.3980
|
| Call options: | Non-callable until June 20, 2023 and then subject to a 130% hurdle
|
| Pricing date: | June 11
|
| Settlement date: | June 17
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 2.5% to 3% and initial exchange premium of 30% to 35%
|
| Stock symbol: | Nasdaq: LIVN
|
| Stock price: | $46.91 at market close June 12
|
| Market capitalization: | $2.28 billion
|
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