Everbridge talks $375 million five-year convertible notes to yield 0%-0.25%, up 32.5%-37.5%

By Abigail W. Adams

Portland, Me., Dec. 9 – Everbridge Inc. plans to price $375 million of five-year convertible notes after the market close on Tuesday with price talk for a coupon of 0% to 0.25% and an initial conversion premium of 32.5% to 37.5%, according to a market source.

J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and Nomura are bookrunners for the Rule 144A offering, which carries a greenshoe of $75 million.

The notes are non-callable for three years and then subject to a 130% hurdle.

In connection with the offering, Everbridge will enter into capped call transactions.

Proceeds will be used to cover the cost of the call spread and repurchase for cash up to 20% of the principal of the 1.5% convertible notes due 2022 through privately negotiated transactions.

In addition, the company intends to use a portion of the proceeds, cash on hand, and shares of common stock to finance the settlement or redemption of the 2022 notes if they are redeemed on or after Nov. 6, 2020, according to a company news release.

Everbridge is a Burlington, Mass.-based global software company.

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