By Abigail W. Adams
Portland, Me., June 11 – Eventbrite Inc. priced an upsized $130 million of long five-year convertible notes after the market close on Wednesday at par at the cheap end of talk with a coupon of 5% and an initial conversion premium of 17.5%, according to a company news release.
Price talk was for a coupon of 4.5% to 5% and an initial conversion premium of 17.5% to 22.5%, according to a market source.
Morgan Stanley & Co. LLC was the bookrunner for the Rule 144A offering, which carries an upsized greenshoe of $20 million.
The initial size of the offering was $115 million with a greenshoe of $17.25 million.
The notes are contingently convertible until June 2, 2025.
They are non-callable until June 1, 2023 and then subject to a 130% hurdle.
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.
In connection with the pricing of the notes, the company entered into capped call transactions with a cap price of $17.1520, which represents a 60% premium over the last reported sales price of stock.
Net proceeds are expected to be $125.3 million or will be $144.7 million if the greenshoe is exercised in full.
Approximately $13.5 million of proceeds will be used to cover the cost of the call spread with the remaining amount to be used for general corporate purposes.
Eventbrite is a San Francisco-based self-service ticketing technology platform.
Issuer: | Eventbrite Inc.
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Securities: | Convertible senior notes
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Amount: | $130 million
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Greenshoe: | $20 million
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Maturity: | Dec. 1, 2025
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Bookrunner: | Morgan Stanley & Co. LLC
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Coupon: | 5%
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Price: | Par
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Yield: | 5%
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Conversion premium: | 17.5%
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Conversion price: | $12.60
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Conversion rate: | 79.3903
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Call options: | Non-callable until June 1, 2023 and then subject to a 130% hurdle
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Put options: | Upon a fundamental change
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Pricing date: | June 10
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Distribution: | Rule 144A
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Talk: | Coupon of 4.5% to 5% and initial conversion premium of 17.5% to 22.5%
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Stock symbol: | NYSE: EB
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Stock price: | $10.72 at market close June 10
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Market capitalization: | $933.98 billion
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