GOL Linhas greenshoe ups 3.75% five-year exchangeables to $345 million

By Marisa Wong

Morgantown, W.Va., April 17 – GOL Linhas Aereas Inteligentes SA announced that the initial purchasers of its 3.75% exchangeable senior notes due 2024 exercised their $45 million over-allotment option in full.

This brings the total issue size to $345 million. GOL Linhas priced $300 million of the five-year exchangeable notes prior to the market open on March 22 at par with a coupon of 3.75% and an initial exchange premium of 35%.

Pricing came at the rich end of revised price talk for a coupon of 3.75% to 3.875% and an initial conversion premium of 35%, as previously reported. Initial price talk was for a coupon of 3.75% to 4.25% and an initial conversion premium of 30% to 40%.

BofA Merrill Lynch, Morgan Stanley and Evercore ISI were joint global coordinators for the Rule 144A and Regulation S deal. BTG Pactual, Deutsche Bank Securities, Credit Agricole, BCP Securities, Nomura, Bradesco BBI, Santander, Buckingham Research Group and BB Securities were joint bookrunners.

The deal was marketed on a roadshow through the United States, Europe, the United Arab Emirates, Singapore and Hong Kong prior to pricing.

The notes are exchangeable for GOL Linhas’ American Depositary Shares, which represent two preferred shares of the company.

In connection with the greenshoe exercise, the company entered into capped call transactions with a cap price of $27.75.

Proceeds will be used to cover the cost of the call spread and purchase warrants and for general corporate purposes.

GOL Linhas is a Sao Paulo-based provider of airline services.

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