By Rebecca Melvin
New York, April 30 – Echo Global Logistics Inc. priced an upsized $200 million of five-year convertible senior notes at par late Wednesday to yield 2.5% with an initial conversion premium of 35%, according to a pricing term sheet.
The registered offering was upsized from an initially talked $150 million deal size. There is a $30 million greenshoe, which was upsized from $22.5 million.
Pricing came through the rich end talk, which was for a 2.75% to 3.25% coupon and 27.5% to 32.5% premium.
Concurrently with the notes, Echo Global priced 5 million shares of common stock at $29.00 each for proceeds of about $145 million.
Both the notes and the stock were sold via joint bookrunners Morgan Stanley & Co. LLC and Credit Suisse Securities (USA) LLC.
Proceeds from both deals will be used to fund a portion of the purchase price of the issuer’s previously announced Command Transportation LLC acquisition. In the event that the acquisition is not consummated, the company plans to use proceeds to redeem the notes and for working capital and general corporate purposes.
The company has the right to redeem the notes on Nov. 3 if the acquisition is not completed. The notes have dividend and takeover protection and mature May 1, 2020.
Chicago-based Echo Global is a provider of technology-enabled transportation and supply chain management services.
| Issuer: | Echo Global Logistics Inc.
|
| Issue: | Convertible senior notes
|
| Amount: | $200 million, upsized from $150 million
|
| Greenshoe: | $30 million, upsized from $22.5 million
|
| Maturity: | May 1, 2020
|
| Bookrunners: | Morgan Stanley & Co. LLC, Credit Suisse Securities (USA) LLC
|
| Co-managers: | PNC Capital Markets LLC, Stephens Inc., FBR Capital Markets & Co.,
|
| Cowen and Co., LLC, William Blair & Co., LLC, BB&T Capital Markets
|
| Concurrent offering: | $145 million of common stock (5 million shares at $29.00 each)
|
| Coupon: | 2.5%
|
| Price: | Par
|
| Yield: | 2.5%
|
| Conversion premium: | 35%
|
| Conversion price: | $39.15
|
| Initial conversion ratio: | 25.5428 shares
|
| Calls: | Non-callable
|
| Puts: | No puts
|
| Dividend protection: | Yes
|
| Takeover protection: | Yes
|
| Pricing date: | April 29
|
| Settlement date: | May 5
|
| Distribution: | Registered
|
| Price talk: | 2.75%-3.25%, up 27.5%-32.5%
|
| Stock symbol: | NYSE: ECHO
|
| Stock reference price: | $29.64, as of close April 29
|
| Market capitalization: | $691.1 million
|
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