By Abigail W. Adams
Portland, Me., March 27 – Cardlytics Inc. priced $150 million of five-year convertible notes after the market close on Tuesday at par with a coupon of 4.25% and an initial conversion premium of 32.5%, according to a company news release.
Pricing came at the midpoint of talk for a coupon of 4% to 4.5% and at the rich end of talk for an initial conversion premium of 27.5% to 32.5%.
Evercore and BofA Securities Inc. were bookrunners for the Rule 144A offering, which carries a greenshoe of $22.5 million.
The notes are non-callable.
They are putable upon a fundamental change.
The notes will be settled in cash, shares or a combination of both at the company’s option.
Net proceeds are expected to be $144.5 million or will be $166.3 million if the greenshoe is exercised in full.
Net proceeds, together with cash on hand, will be used to repurchase $183.9 million in principal of the company’s outstanding 1% convertible notes due 2025 for approximately $169.3 million in cash in privately negotiated transactions.
Cardlytics is an Atlanta-based digital advertising platform.
| Issuer: | Cardlytics Inc.
|
| Amount: | $150 million
|
| Greenshoe: | $22.5 million
|
| Issue: | Convertible senior notes
|
| Maturity: | April 1, 2029
|
| Bookrunners: | Evercore and BofA Securities Inc.
|
| Coupon: | 4.25%
|
| Price: | Par
|
| Yield: | 4.25%
|
| Conversion premium: | 32.5%
|
| Conversion price: | $18.02
|
| Conversion rate: | 55.4939
|
| Call options: | Non-callable
|
| Put options: | Upon a fundamental change
|
| Pricing date: | March 26
|
| Settlement date: | April 1
|
| Distribution: | Rule 144A
|
| Talk: | Coupon of 4% to 4.5% and initial conversion premium of 27.5% to 32.5%
|
| Stock symbol: | Nasdaq: CDLX
|
| Stock price: | $13.60 at market close March 26
|
| Market capitalization: | $599.88 million
|
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