By Abigail W. Adams
Portland, Me., July 22 – Shift4 Payments Inc. priced an upsized $550 million of six-year convertible notes after the market close on Wednesday at par at the rich end of talk with a coupon of 0.5% and an initial conversion premium of 42.5%, according to a company news release.
Price talk was for a coupon of 0.5% to 1% and an initial conversion premium of 37.5% to 42.5%, according to a market source.
Goldman Sachs & Co. LLC (lead left), Citigroup Global Markets Inc and Credit Suisse Securities (USA) LLC are the bookrunners for the Rule 144A offering, which carries an upsized greenshoe of $82.5 million.
The initial size of the offering was $500 million with a greenshoe of $75 million.
The notes are non-callable until Aug. 6, 2024 and then subject to a 130% hurdle. They are putable upon a fundamental change.
The convertibles will be settled in cash, shares or a combination of both at the company’s option.
The company previously planned to price a secondary offering of 7 million shares with the company planning to offer 1,791,818 shares and entities associated with Searchlight Capital Partners LP will offer 5,208,182 shares.
However, the company canceled the secondary offering.
Proceeds will be used for general corporate purposes, which may include acquisitions or investments.
Shift4 Payments is an Allentown, Pa.-based integrated payment processing company.
| Issuer: | Shift4 Payments Inc.
|
| Securities: | Convertible senior notes
|
| Amount: | $550 million
|
| Greenshoe: | $82.5 million
|
| Maturity: | Aug. 1, 2027
|
| Bookrunners: | Goldman Sachs & Co. LLC (lead left), Citigroup Global Markets Inc and Credit Suisse Securities (USA) LLC
|
| Coupon: | 0.5%
|
| Price: | Par
|
| Yield: | 0.5%
|
| Conversion premium: | 42.5%
|
| Conversion price: | $122.66
|
| Conversion rate: | 8.1524
|
| Call options: | Non-callable until Aug. 6, 2024 and then subject to a 130% hurdle
|
| Put options: | Upon a fundamental change
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| Pricing date: | July 21
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| Settlement date: | July 26
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| Distribution: | Rule 144A
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| Talk: | Coupon of 0.5% to 1% and initial conversion premium of 37.5% to 42.5%
|
| Stock symbol: | NYSE: FOUR
|
| Stock price: | $86.08 at market close July 21
|
| Market capitalization: | $6.97 billion
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