Envista greenshoe exercise ups 1.75% convertibles to $500.25 million

By William Gullotti

Buffalo, N.Y., Aug. 11 – Underwriters for Envista Holdings Corp.’s offering of $435 million 1.75% five-year convertible notes (Baa3) fully exercised their $65.25 million greenshoe on Thursday to increase the total issue size to $500.25 million, according to a form 8-K filed on Friday with the Securities and Exchange Commission.

The initial offering was priced after the market close on Monday at par with an initial conversion premium of 32.5%.

As previously reported, the initial conversion rate is 21.5942 shares of the common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $46.31 per share.

J.P. Morgan Securities LLC (lead left), BofA Securities Inc., and Wells Fargo Securities LLC were bookrunners for the Rule 144A offering.

As previously reported, the notes are non-callable until Aug. 17, 2026 and then subject to a 130% hurdle. They are also putable upon a fundamental change.

The notes will be settled in cash up to the principal amount with any remainder to be settled in cash, shares or a combination of both.

With the greenshoe fully exercised, Envista’s net proceeds will be $486.1 million.

Reported earlier, the company concurrently entered into privately negotiated transactions with holders of its 2.375% convertible notes due 2025 to exchange $401.2 million in principal of the notes for $403 million in cash and 8.4 million shares.

Proceeds will be used to fund the cash portion of the exchange and for general corporate purposes, which may include retiring the remaining outstanding amount of the 2.375% convertible notes due 2025 through exchanges or redemptions.

Envista is a Brea, Calif-based dental equipment and supplies manufacturer.

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