SoFi talks $750 million five-year convertible notes to yield 1%-1.5%, up 27.5%-32.5%

By Abigail W. Adams

Portland, Me., March 5 – SoFi Technologies Inc. plans to price $750 million of five-year convertible notes after the market close on Tuesday with price talk for a coupon of 1% to 1.5% and an initial conversion premium of 27.5% to 32.5%, according to a market source.

Mizuho Securities USA Inc. (lead left), Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC are bookrunners for the Rule 144A offering, which carries a greenshoe of $112.5 million.

The notes are non-callable until March 15, 2027 and then subject to a 130% hurdle.

They are putable upon a fundamental change.

The notes will be settled in cash up to the principal amount with any remaining amounts to be settled in cash, shares or a combination of both.

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, to redeem the company’s 12.5% series 1 preferred stock and for general corporate purposes, which may include repayment of higher cost debt.

SoFi is a San Francisco-based financial technology company.

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