By Abigail W. Adams
Portland, Me., June 20 – YY Inc. priced an $850 million two-tranche offering of convertible notes prior to the market open on Thursday, according to a company news release.
The company priced a $425 million tranche of six-year convertible notes at par with a coupon of 0.75% and an initial conversion premium of 35%.
Pricing came at the cheap end of talk for a coupon of 0.25% to 0.75% and an initial conversion premium of 35% to 40%.
The company also priced a $425 million tranche of seven-year convertible notes at par with a coupon of 1.375% and an initial conversion premium of 35%.
Pricing came at the cheap end of price talk for a coupon of 0.875% to 1.375% and an initial conversion premium of 35% to 40%.
Each tranche carries a greenshoe of $75 million.
Goldman Sachs & Co. LLC and Credit Suisse Securities (USA) LLC were bookrunners for the Rule 144A and Regulation S offering.
The six-year notes are contingently convertible until Dec. 15, 2024, and the seven-year notes are contingently convertible until Dec. 15, 2025.
Both tranches are non-callable. The six-year notes have a put option on June 15, 2023 and the seven-year notes on June 15, 2024.
The notes will be settled in cash, ADSs, or a combination of both at the company’s option.
In connection with the offering, the company will enter into capped call transactions with a cap price of $127.87, representing a premium of 80% over the last reported sales price of stock.
Proceeds will be used to cover the cost of the call spread, global expansion initiatives, sales and marketing, content expansion, working capital and general corporate purposes.
YY is a Guangzhou, China-based global social media platform.
| Issuer: | YY Inc.
|
| Securities: | Convertible senior notes
|
| Amount: | $850 million
|
| Bookrunners: | Goldman Sachs & Co. LLC and Credit Suisse Securities (USA) LLC
|
| Pricing date: | June 20
|
| Settlement date: | June 24
|
| Distribution: | Rule 144A and Regulation S
|
| Stock symbol: | Nasdaq: YY
|
| Stock price: | $71.04 at market close June 19
|
| Market capitalization: | $5.73 billion
|
|
|
| 2025 notes
|
| Amount: | $425 million
|
| Greenshoe: | $75 million
|
| Maturity: | June 15, 2025
|
| Coupon: | 0.75%
|
| Price: | Par
|
| Yield: | 0.75%
|
| Conversion premium: | 35%
|
| Conversion price: | $95.90
|
| Conversion rate: | 10.4271 ADSs
|
| Call options: | None
|
| Put options: | June 15, 2023
|
|
|
| 2026 notes
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| Amount: | $425 million
|
| Greenshoe: | $75 million
|
| Maturity: | June 15, 2026
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| Coupon: | 1.375%
|
| Price: | Par
|
| Yield: | 1.375%
|
| Conversion premium: | 35%
|
| Conversion price: | $95.90
|
| Conversion rate: | 10.4271
|
| Call options: | None
|
| Put options: | June 15, 2024
|
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