By Abigail W. Adams
Portland, Me., Aug. 10 – Liberty Media Corp. priced an upsized $425 million offering of five-year convertible notes after the market close on Tuesday at par with a coupon of 2.25% and an initial conversion premium of 30%, according to a company press release.
Pricing came at the rich end of talk for a coupon of 2.25% to 2.75% and at the midpoint of talk for an initial conversion premium of 27.5% to 32.5%, according to a market source.
The notes will be convertible into Liberty’s series C Liberty Formula One common stock and will be attributed to the Liberty Formula One tracking group.
Credit Suisse Securities (USA) LLC (lead left), Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC were bookrunners for the Rule 144A offering, which carries a greenshoe of $50 million.
The initial size of the offering was $375 million. The greenshoe was not upsized.
The notes are non-callable until Aug. 20, 2025 and then subject to a 130% hurdle.
They are putable upon a fundamental change.
The notes will be settled in cash, stock or a combination of both at the company’s option.
Net proceeds are expected to be $417 million assuming no exercise of the greenshoe.
Proceeds will be used to repurchase approximately $209 million in principal amount of Liberty’s 1% cash convertible notes due 2023 in privately negotiated transactions.
The 1% cash convertible notes had $240 million outstanding as of June 30.
Liberty Media is an Englewood, Colo.-based owner and operator of media, communications and entertainment businesses.
| Issuer: | Liberty Media Corp.
|
| Amount: | $425 million
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| Greenshoe: | $50 million
|
| Issue: | Convertible senior notes
|
| Maturity: | Aug. 15, 2027
|
| Bookrunners: | Credit Suisse Securities (USA) LLC (lead left), Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC
|
| Coupon: | 2.25%
|
| Price: | Par
|
| Yield: | 2.25%
|
| Conversion premium: | 30%
|
| Conversion price: | $86.06
|
| Conversion rate: | 11.6198
|
| Call options: | Non-callable until Aug. 20, 2025 and then subject to a 130% hurdle
|
| Put options: | Upon a fundamental change
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| Pricing date: | Aug. 9
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| Settlement date: | Aug. 12
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| Distribution: | Rule 144A
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| Talk: | Coupon of 2.25% to 2.75% and initial conversion premium of 27.5% to 32.5%
|
| Stock symbol: | Nasdaq: FWONK
|
| Stock price: | $66.20 at market close Aug. 9
|
| Market capitalization: | $30.18 billion
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