By Rebecca Melvin
New York, Dec. 5 - Endologix Inc. priced $75 million of five-year convertible senior notes after the market close on Wednesday at par to yield 2.25% with an initial conversion premium of 32.5%, according to a news release.
The registered deal came at the rich end of price talk, which was for a 2.25% to 2.75% coupon and a 27.5% to 32.5% premium.
There is an $11.25 million greenshoe for the deal, which was sold via bookrunner BofA Merrill Lynch with joint lead manager Piper Jaffray & Co.
The bonds have net share settlement.
The securities are non-callable for three years and then are provisionally callable if shares exceed 130% of the conversion price. There are no puts.
There is a share make-whole upon conversion in the event of a fundamental change and dividend protection via a conversion ratio adjustment.
Proceeds are earmarked for general corporate purposes, which may include working capital, continued investment in geographic expansion, research and development and clinical studies.
In addition, the company applied a portion of the proceeds to the cost of certain capped call transactions. The cap price of the capped call transaction was set initially at $29.02 per share, representing a premium of approximately 60% from the issuer's perspective.
Irvine, Calif.-based Endologix develops and manufactures minimally invasive treatments for aortic disorders.
| Issuer: | Endologix Inc.
|
| Issue: | Convertible senior notes
|
| Amount: | $75 million
|
| Greenshoe: | $11.25 million
|
| Maturity: | Dec. 15, 2020
|
| Bookrunner: | BofA Merrill Lynch
|
| Joint lead manager: | Piper Jaffray & Co.
|
| Coupon: | 2.25%
|
| Price: | Par
|
| Yield: | 2.25%
|
| Conversion premium: | 32.5%
|
| Conversion price: | $24.04
|
| Conversion ratio: | 41.6051 shares
|
| Contingent conversion: | Yes, at 130%
|
| Net share settlement: | Yes
|
| Calls: | Non-callable for three years, then provisionally callable at 130% price hurdle
|
| Puts: | No puts
|
| Dividend protection: | Yes, standard
|
| Takeover protection: | Yes, standard
|
| Capped call: | Yes, boosts premium from the issuer's perspective to 60%
|
| Price talk: | 2.25%-2.75%, up 27.5%-32.5%
|
| Pricing date: | Dec. 4
|
| Settlement date: | Dec. 10
|
| Stock symbol: | Nasdaq: ELGX
|
| Stock closing price: | $18.14 at close Dec. 4
|
| Distribution: | Registered, off the shelf
|
| Market capitalization: | $1.13 billion
|
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