GSK’s $300 million 0% notes due 2023 exchangeable into Theravance stock talked at 106.5-108.5

By Abigail W. Adams

Portland, Me., June 17 – GSK Finance No. 3 plc, a subsidiary of GlaxoSmithKline plc, plans to price $300 million of three-year notes (expected A2/A) exchangeable for Theravance Biopharma Inc. stock after the market close on Wednesday.

Price talk is for a fixed coupon of 0%, a fixed initial conversion premium of 35% and a reoffer price of 106.5 to 108.5, according to a market source.

Barclays is the bookrunner for the Rule 144A offering.

The notes are non-callable for two years and then subject to a 130% hurdle with a make-whole.

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

They will be exchangeable into all of the 9,644,807 shares of Theravance currently owned by GSK, according to a company press release.

The stock reference price will be the volume weighted average price of Theravance stock on June 17.

GSK plans to use proceeds for general corporate purposes. Theravance will not receive proceeds from the offering.

GlaxoSmithKline is a Brentford, U.K.-based pharmaceutical company.

Theravance is a San Francisco-based biopharmaceutical company.

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