LivaNova greenshoe lifts 3% exchangeables due 2025 to $287.5 million

By Wendy Van Sickle

Columbus, Ohio, June 17 – Underwriters for LivaNova plc’s long five-year exchangeable notes fully exercised their $37.5 million greenshoe, increasing the total deal size to $287.5 million, according to an 8-K filing with the Securities and Exchange Commission.

The company priced $250 million of the exchangeables after the market close on June 11 at par at the cheap end of talk with a coupon of 3% and an initial exchange premium of 30%, as previously reported.

Price talk was for a coupon of 2.5% to 3% and an initial exchange premium of 30% to 35%, according to a market source.

The notes due Dec. 15, 2025 will be issued by LivaNova USA Inc. and exchangeable for LivaNova plc shares.

Barclays, BofA Securities Inc. and Goldman Sachs & Co. LLC were joint bookrunners for the Rule 144A offering.

The notes are non-callable until June 20, 2023 and then subject to a 130% hurdle.

They will be settled in cash.

In connection with the pricing of the notes, the company entered into capped call transactions with a cap price of $100, which represents a premium of 113.17% over the last reported sales price of stock.

Net proceeds are expected to be $278 million with the greenshoe exercised in full.

Proceeds will be used to cover the cost of the call spread, to repay outstanding amounts under its existing credit facilities and for general corporate purposes.

LivaNova is a London-based medical device manufacturer.

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