Innoviva greenshoe ups 2.125% six-year convertibles to $270 million

By Wendy Van Sickle

Columbus, Ohio, March 21 – Underwriters for Innoviva Inc.’s 2.125% six-year convertible notes fully exercised their $45 million greenshoe, lifting the total deal size to $270 million, according to an 8-K filing with the Securities and Exchange Commission.

The company priced the initial $225 million of the convertibles after the market close on March 2 at par at the rich end of talk with an initial conversion premium of 35%, as previously reported.

Price talk was for a coupon of 2.125% to 2.625% and an initial conversion premium of 30% to 35%.

Goldman Sachs & Co. LLC and Moelis & Co. are bookrunners for the Rule 144A offering.

The initial size of the offering was $200 million with a greenshoe of $40 million.

The notes are non-callable until March 20, 2025 and then subject to a 130% hurdle.

They are putable upon a fundamental change. There is dividend protection.

In connection with the offering, the company entered into capped call transactions with a cap price of $33.9850, representing a 75% premium over the last reported price of stock.

Net proceeds will be $260.5 million with the greenshoe.

Approximately $18.1 million will be used to cover the cost of the call spread and $144.8 million will be used to repurchase the 2023 notes with any remaining proceeds to be used for general corporate purposes.

Innoviva is a Burlingame, Calif.-based biopharmaceutical company.

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