By Rebecca Melvin
New York, July 31 –Tyson Foods Inc. priced $1.5 billion of convertible tangible equity units at $50 par with a distribution rate of 4.75% and an initial conversion premium of 25% late Wednesday, according to a prospectus.
Tyson also priced $900 million of common stock, or 23.81 million shares at $37.80 per share.
Both deals were registered, off-the-shelf offerings.
The equity unit offering of 30 million units priced at the fixed price point of revised talk and at the rich end of revised 22.5% to 25% premium talk. Original talk was for a 4.75% to 5.25% coupon and a 17.5% to 22.5% premium.
There is no greenshoe for the units deal, which was sold via bookrunners Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC (active) and RBC Capital Markets LLC (passive).
The units are non-callable and will mature on July 15, 2017. There are no puts except a takeover protection put.
Proceeds will be used together with cash on hand to finance the company’s merger with Hillshire Brands Co. and for fees and expenses related to the merger.
Tyson has applied to list the units on the New York Stock Exchange under the ticker symbol “TSNU.”
Tyson Foods is a Springdale, Ark.-based meat production company.
| Issuer: | Tyson Foods Inc.
|
| Issue: | Convertible tangible equity units
|
| Amount: | $1.5 billion (30 million units)
|
| Greenshoe: | None
|
| Maturity: | July 15, 2017
|
| Concurrent offering: | $900 million of common stock, or about 24 million shares at $37.80 each
|
| Bookrunners: | Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, RBC Capital Markets LLC
|
| Co-managers: | HSBC Securities (USA) Inc., Mizuho Securities USA Inc., Rabo Securities USA Inc., U.S. Bancorp Investments Inc., Credit Agricole Securities (USA) Inc. and MUFG
|
| Distribution rate: | 4.75%
|
| Price: | $50.00 par
|
| Premium: | 25%
|
| Threshold appreciation price: | $47.25
|
| Minimum settlement rate: | 1.0582 shares
|
| Maximum settlement rate: | 1.3228 shares
|
| Price talk: | 4.75%, up 22.5%-25%, revised from 4.75%-5.25%, up 17.5%-22.5%
|
| Pricing date: | July 30
|
| Settlement date: | Aug. 5
|
| Stock symbol: | NYSE: TSN
|
| Equity unit symbol: | NYSE: TSNU
|
| Stock reference price: | $37.80
|
| Stock price: | $38.20 as of close July 30
|
| Market capitalization: | $14.10 billion
|
| Distribution: | Registered, off the shelf
|
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