By Angela McDaniels
Tacoma, Wash., Jan. 18 – Winnebago Industries Inc. priced $300 million of 3.25% six-year convertible senior notes with a conversion premium of 30% after the market close on Thursday, according to a company news release.
Price talk was for a coupon of 3% to 3.5% and an initial conversion premium of 27.5% to 32.5%, according to a market source.
Goldman Sachs & Co. LLC and BMO Capital Markets Corp. are bookrunners for the Rule 144A offering, which carries a greenshoe of $50 million.
The notes are freely convertible beginning July 15, 2029.
The notes are non-callable until Jan. 15, 2028 and then subject to a 130% hurdle.
They are putable upon a fundamental change.
The notes will be settled in cash up to the principal amount with remaining amounts to be settled in cash, shares or a combination of both at the company’s option.
In connection with the offering, the company entered into convertible note hedge and warrant transactions.
Proceeds will be used to cover the cost of the hedge transactions, to repurchase $241 million of the company’s outstanding 1.5% convertible notes due 2025 in privately negotiated transactions and for general corporate purposes.
Winnebago is an Eden Prairie, Minn.-based RV manufacturer.
| Issuer: | Winnebago Industries Inc.
|
| Amount: | $300 million
|
| Greenshoe: | $50 million
|
| Issue: | Convertible senior notes
|
| Maturity: | Jan. 15, 2030
|
| Bookrunner: | Goldman Sachs & Co. LLC and BMO Capital Markets Corp.
|
| Coupon: | 3.25%
|
| Price: | Par
|
| Yield: | 3.25%
|
| Conversion premium: | 30%
|
| Conversion price: | $87.93
|
| Conversion rate: | 11.3724
|
| Call option: | Non-callable until Jan. 15, 2028 and then subject to 130% hurdle
|
| Put option: | Upon a fundamental change
|
| Pricing date: | Jan. 18
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| Settlement date: | Jan. 23
|
| Distribution | Rule 144A
|
| Talk: | Coupon of 3% to 3.5% and initial conversion premium of 27.5% to 32.5%
|
| Stock symbol: | NYSE: WGO
|
| Stock price: | $67.64 at close Jan. 18
|
| Market cap: | $1.98 billion
|
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