By Angela McDaniels
Tacoma, Wash., Oct. 26 - Digital River Inc. priced $300 million of 2% convertible senior notes due 2030, according to a company news release.
The Rule 144A offering has a $45 million over-allotment option.
The conversion ratio is 20.3537 shares per $1,000 principal amount, which is equivalent to a conversion price of $49.13. This is a 32.5% premium to the closing stock price on Tuesday.
The deal was talked at $250 million with a coupon of 2.25% to 2.75% and an initial conversion premium of 27.5% to 32.5%.
The joint bookrunners were expected to be Morgan Stanley & Co. Inc. and Bank of America Merrill Lynch, but the news release did not specify.
According to market sources, the notes will be non-callable for five years and have put options in years five, 10 and 15.
The company plans to use up to $35 million of the proceeds to repurchase shares and the remainder for general corporate and strategic purposes.
Minneapolis-based Digital River provides e-commerce solutions.
| Issuer: | Digital River Inc.
|
| Issue: | Convertible senior notes
|
| Amount: | $300 million
|
| Greenshoe: | $45 million
|
| Maturity: | Nov. 1, 2030
|
| Bookrunners: | Morgan Stanley & Co. Inc. and Bank of America Merrill Lynch
|
| Coupon: | 2%
|
| Price: | Par
|
| Yield: | 2%
|
| Conversion premium: | 32.5%
|
| Conversion price: | $49.13
|
| Conversion ratio: | 20.3537
|
| Call option: | After five years
|
| Put option: | In years five, 10 and 15
|
| Pricing date: | Oct. 26
|
| Settlement date: | Nov. 1
|
| Distribution: | Rule 144A
|
| Stock symbol: | Nasdaq: DRIV
|
| Stock price: | $37.08 at close Oct. 26
|
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