Nova tightens talk on $150 million five-year convertible notes to fixed coupon of 0%, up 27.5%

By Abigail W. Adams

Portland, Me., Oct. 13 – Nova tightened talk on its $150 million offering of five-year convertible notes, which are slated to price after the market close on Tuesday, to a fixed coupon of 0% and a fixed initial conversion premium of 27.5%, according to a market source.

Initial talk was for a fixed coupon of 0% and an initial conversion premium of 20% to 25%.

BofA Securities Inc. (lead left) and Citigroup Global Markets Inc. are joint bookrunners for the Rule 144A offering, which carries a greenshoe of $22.5 million.

The notes are contingently convertible until July 15, 2025.

They are non-callable until Oct. 20, 2023 and then subject to a 130% hurdle.

The notes are putable upon a fundamental change.

The convertibles will be settled in cash, shares or a combination of both at the company’s option.

Approximately $20 million of the net proceeds will be used to repurchase shares from purchasers of the notes in privately negotiated transactions.

Proceeds may also be used for acquisitions with remaining proceeds to be used for general corporate purposes.

Nova is a Rehovot, Israel-based semiconductor parts supplier.

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