Shockwave Medical greenshoe lifts 1% convertibles to $750 million

By Wendy Van Sickle

Columbus, Ohio, Aug. 15 – The $100 million greenshoe for Shockwave Medical Inc.’s 1% five-year convertible notes was fully exercised by the bookrunner, increasing the total deal size to $750 million, according to an 8-K filing with the Securities and Exchange Commission.

The company priced the original $650 million of the convertibles after the market close on Aug. 10 at par at the rich end of talk with an initial conversion premium of 30%, as previously reported.

Price talk was for a coupon of 1% to 1.5% and an initial conversion premium of 25% to 30%.

BofA Securities, Inc. was the sole bookrunner for the Rule 144A offering.

The initial size of the offering was $500 million with a greenshoe of $75 million.

The notes are non-callable until Aug. 20, 2026 and then subject to a 130% hurdle.

They are putable upon a fundamental change.

The notes will be settled in cash up to the principal amount with the remaining amount to be settled in cash, shares or a combination of both.

In connection with the offering, the company entered into capped call transactions with a cap price of $444.70, which represents a 100% premium over the last reported price of stock.

Net proceeds will be $730.4 million with the greenshoe.

Approximately $83.5 million of net proceeds will be used to cover the cost of the call spread with the remainder to be used for general corporate purposes, which may include investments and acquisitions in other companies, products or technologies.

Shockwave Medical is a Santa Clara, Calif.-based medical device developer.

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