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Published on 7/30/2020 in the Prospect News Convertibles Daily.

Norwegian Cruise partial greenshoe ups exchangeables to $450 million

By Wendy Van Sickle

Columbus, Ohio, July 30 – Norwegian Cruise Line Holdings Ltd. subsidiary NCL Corp. Ltd. said the initial purchasers for its 5.375% five-year exchangeable notes have given notice of their intent to purchase an additional $50 million of the notes through a partial exercise of the deal’s $60 million greenshoe, according to a news release.

The partial greenshoe will increase the total deal size to $450 million.

As previously reported, the company priced $400 million of the exchangeable notes with a 25% initial exchange premium on July 16.

The deal was initially talked at $250 million in size. Pricing came at the rich end of talked terms, which were for a coupon of 5.75% to 6.25% and an initial exchange premium of 20% to 25%.

The greenshoe was upsized from $37.5 million.

J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC were bookrunners of the Rule 144A deal.

The notes are exchangeable for series A preference shares of NCL Corp., which will be automatically exchangeable into Norwegian Cruise Line common shares.

The company also sold a $250 million secondary offering of 13.5 million shares at $15.00 per share and $675 million of senior secured straight notes due 2026. The straight notes are secured by a first-priority interest in, among other things, one of the company’s vessels.

The proceeds of both notes issues will be used to repay a $675 million senior secured revolving credit facility and to pay any related transaction fees and expenses, with the remainder of proceeds earmarked for general corporate purposes.

The exchangeables are non-callable, with no puts. There is standard takeover and dividend protection.

NCL is a Miami-based cruise line.


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