By Kenneth Lim
Boston, May 9 - Sciele Pharma Inc. priced an upsized $285 million offering of 20-year convertible senior notes within talk on Tuesday to yield 2.625% with an initial conversion premium of 47.5%.
The convertibles were offered at par. The deal was talked at a coupon of 2.375% to 2.875% and an initial conversion premium of 45% to 50%.
The size of the deal was initially $250 million with an over-allotment option for an additional $37.5 million. The greenshoe is now $40 million.
UBS Investment Bank and Thomas Weisel Partners were the bookrunners of the registered offering.
The convertibles are non-callable for the first five years and may be put in years five, 10 and 15.
There is a contingent conversion trigger at 120% of the conversion price and contingent payment of an additional 50 basis points at 120% of the principal.
The convertibles are dividend and takeover protected.
Sciele, an Atlanta-based pharmaceutical company, said it will use the proceeds to redeem its $150 million outstanding 1.75% convertible senior subordinated notes due 2024 and for future acquisitions, capital expenditures and other general purposes.
| Issuer: | Sciele Pharma Inc.
|
| Issue: | Convertible senior notes
|
| Bookrunners: | UBS Investment Bank and Thomas Weisel Partners
|
| Amount: | $285 million
|
| Greenshoe: | $40 million
|
| Maturity: | May 15, 2027
|
| Coupon: | 2.625%
|
| Price: | Par
|
| Yield: | 2.625%
|
| Conversion premium: | 47.5%
|
| Conversion price: | $35
|
| Conversion ratio: | 28.5700
|
| Contingent conversion: | 120%
|
| Contingent payment: | 120%
|
| Net share settlement option: | Yes
|
| Dividend protection: | Yes
|
| Takeover protection: | Yes
|
| Call protection: | Non-callable before May 20, 2012
|
| Puts: | May 15, 2012; May 15, 2017; May 15, 2022
|
| Price talk: | 2.375%-2.875%, up 45%-50%
|
| Pricing date: | May 8, after the close
|
| Settlement date: | May 14
|
| Distribution: | Registered
|
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