Chicago, Aug. 16 – Sunnova Energy International Inc. priced an upsized $500 million offering of 2.625% convertible notes due 2028 after the market close on Tuesday at par with an initial conversion premium of 30%, according to a press release.
The deal size was originally announced as $425 million.
Pricing came at the cheap end of coupon talk of 2.375% to 2.625%, but within initial talk of 2.375% to 2.875%. The premium came at the rich end of revised price talk for an initial conversion premium of 27.5% to 30%. Initial talk was 25% to 30%.
The notes are not callable before Aug. 20, 2025. After that date, the notes may be redeemed at the issuer’s option subject to a 130% hurdle.
J.P. Morgan Securities LLC is the bookrunner for the Rule 144A offering, which carries an upsized greenshoe of $100 million (from $75 million).
The notes will be settled in cash, shares or a combination of both at the company’s option.
In connection with the offering, the company will enter into capped call transactions. The initial cap is $46.10, a 75% premium over the last reported sale price of the company’s stock.
Sunnova will use $404.4 million of the proceeds to cover the cost of the call spread and the remainder for general corporate purposes.
Sunnova Energy is a Houston-based solar and energy storage service provider.
| Issuer: | Sunnova Energy International Inc.
|
| Amount: | $500 million
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| Greenshoe: | $100 million
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| Issue: | Convertible senior notes
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| Maturity: | 2028
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| Bookrunner: | J.P. Morgan Securities LLC
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| Coupon: | 2.625%
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| Price: | Par
|
| Yield: | 2.625%
|
| Conversion premium: | 30%
|
| Conversion price: | $34.24
|
| Conversion rate: | 29.2039
|
| Call features: | Non-callable until Aug. 20, 2025; after that date at par subject to a 130% hurdle
|
| Change of control: | At par
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| Trade date: | Aug. 16
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| Settlement date: | Aug. 19
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| Distribution: | Rule 144A
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| Price talk: | Revised talk of 2.375% to 2.625% coupon after initial talk of 2.375% to 2.875%; revised talk of conversion premium of 27.5% to 30% after initial talk of 25% to 30%
|
| Stock symbol: | NYSE: NOVA
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| Stock price: | $26.34 on Aug. 16
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| Market capitalization: | $3.02 billion
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