By Rebecca Melvin
New York, Sept. 25 – SolarCity Corp. priced $500 million of five-year convertible senior notes after the market close Wednesday at par to yield 1.625% with an initial conversion premium of 32.5%, according to a syndicate source.
Pricing of the Rule 144A deal came at the cheap end of talk for a 1.125% to 1.625% coupon and 32.5% to 37.5% premium.
There is a $75 million greenshoe for the deal, which was sold via joint bookrunners Goldman Sachs & Co., BofA Merrill Lynch and Credit Suisse Securities (USA) LLC.
The new notes are non-callable for life, with no puts. There is dividend and takeover protection, and the bonds will be physically settled.
In connection with the offering, the company entered into capped call transactions with initial purchasers of the bonds.
About $57.6 million of the proceeds will be used to pay the cost of the capped call, with remaining proceeds for general corporate purposes, which include working capital, capital expenditures and potential acquisitions.
SolarCity is a San Mateo, Calif., provider of clean distributed energy.
Issuer: | SolarCity Corp.
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Issue: | Convertible senior notes
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Amount: | $500 million
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Greenshoe: | $75 million
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Maturity: | Nov. 1, 2019
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Bookrunners: | Goldman Sachs & Co., BofA Merrill Lynch, Credit Suisse Securities (USA) LLC
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Co-managers: | Barclays, Deutsche Bank Securities Inc.
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Coupon: | 1.625%
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Price: | Par
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Yield: | 1.625%
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Conversion premium: | 32.5%
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Conversion price: | $83.53 per share
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Conversion ratio: | 11.9720 shares
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Takeover protection: | Yes
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Dividend protection: | Yes
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Capped call: | Yes
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Pricing date: | Sept. 24
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Settlement date: | Sept. 30
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Price talk: | 1.125%-1.625%, up 32.5%-37.5%
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Stock symbol: | Nasdaq: SCTY
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Stock reference price: | $63.04 at close on Sept. 24
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Distribution: | Rule 144A
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Market capitalization: | $3.96 billion
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