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Published on 12/30/2011 in the Prospect News Convertibles Daily.

Notable convertible deals of 2011

TIVO INC.

Issuer:TiVo Inc.
Size/structure:$172.5 million of notes priced March 9, 2011; five-year, non-call, no puts
Terms:4%, up 27.5%, priced on the rich end of talk
Conversion price/ratio:$11.16; 89.6359
Bookrunner:UBS Investment Bank
Proceeds:Fund intellectual property litigation and research and development spending and for general corporate purposes, which may include funding sales and marketing expenses, increasing working capital, making capital expenditures and potentially for strategic acquisitions
• Notable because TiVo traded up to 104.75 bid, 105.75 offered on debut; had a decent stock borrow; currently trading at 111.375 and was issued at par
NIELSEN HOLDINGS NV
Issuer:Nielsen Holdings NV
Size/structure;$250 million of two-year mandatory convertible subordinated bonds priced Jan. 26, 2011
Terms:6.25%, up 20%, priced at the rich end of talk
Conversion price/ratio:$27.60; maximum ratio of 2.1739 and minimum ratio of 1.8116
Bookrunners:J.P. Morgan Securities LLC and Morgan Stanley & Co. Inc.
Proceeds:Pay down debt
• Notable because the mandatories rose on their debut to 54 bid, 54.5 offered from a 50 par; favored by non-traditional convertible players; incorporated in the Netherlands with principal executive offices in New York
NOVELLUS SYSTEMS INC.
Issuer:Novellus Systems Inc.
Size/structure:$700 million of 30-year senior notes priced May 5, 2011; non-call until May 21, 2021, then provisionally callable at 150%; no puts
Terms:2.625%, up 20%, priced on the rich end of talk
Conversion price/ratio:$39.50; 25.3139
Bookrunners:J.P. Morgan Securities LLC and Bank of America Merrill Lynch
Proceeds:For share repurchase program and general corporate purposes
• Notable because deal moved up to 107 with higher stock on debut; expanded on a hedged basis; M&A action at the end of the year was boost for convertible holders, trading at 121 on the back of that announcement
ELECTRONIC ARTS INC.
Issuer:Electronic Arts Inc.
Size/structure:$632.5 million of senior notes priced July 15; five-year, non-call, no puts
Terms:0.75%, up 35%, priced on the rich end of talk
Conversion price/ratio:$31.74; 31.5075
Bookrunners:J.P. Morgan Securities LLC and Morgan Stanley & Co. Inc.
Proceeds:Pay part of the company's $1.3 billion cash-and-stock offer for PopCap games Inc. and to fund convertible note hedge transactions
• Notable because Electronic Arts opened higher on strong demand, closed on debut at 101.375 bid, 101.625 offered; issue is a five-year, non-call bullet of the type that convertible players like
UNITED THERAPEUTICS CORP.
Issuer:United Therapeutics Corp.
Size/structure:$250 million of notes priced Oct. 12; five-year, non-call, no puts
Terms:1%, up 20%, priced on the rich end of talk
Conversion price/ratio:$47.69; 20.9688
Bookrunner:Deutsche Bank Securities Inc.
Proceeds:Repurchase up to $300 million of common stock
• Notable because United Therapeutics was the first deal to break after summer meltdown; did pretty well in the secondary market despite unimpressive terms

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