LivePerson talks $450 million six-year convertible notes to yield 0%-0.5%, up 35%-40%

By Abigail W. Adams

Portland, Me., Dec. 1 – LivePerson Inc. plans to price $450 million of six-year convertible notes after the market close on Tuesday with price talk for a coupon of 0% to 0.5% and an initial conversion premium of 35% to 40%, according to a market source.

Goldman Sachs & Co. LLC and Citigroup Global Markets Inc. are joint bookrunners for the Rule 144A offering, which carries a greenshoe of $67.5 million.

The notes are contingently convertible until Aug. 15, 2026.

The convertibles are non-callable until Dec. 20, 2023 and then are subject to a 130% hurdle with a make-whole.

There is dividend and takeover protection.

The notes will be settled in cash, shares or a combination of both at the company’s option.

In connection with the offering, the company will enter into capped call transactions.

Proceeds will be used to cover the cost of the call spread and for general corporate purposes.

LivePerson is a New York-based artificial intelligence software company.

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