August 8, 2019
$700 Million Convertible Offering+$100 Million green shoe
Size: $700 million + $100 million greenshoe
Offering Type: 144A
Execution Structure: 1 Day Marketed
Maturity: 5 Years 7 Years
Structure: NCL NCL
Coupon: 0.50% 1.00%
Premium: 50% 50%
Effective Premium: 150% with Capped Call
Matthews South Role: Financial Advisor
Bookrunners: GS, JPM, MS, BAML
Use of Proceeds: Capped call, bond repurchase, GCP
Stock Performance +0.7%
Offering Type: 144A
Execution Structure: 1 Day Marketed
Maturity: 5 Years 7 Years
Structure: NCL NCL
Coupon: 0.50% 1.00%
Premium: 50% 50%
Effective Premium: 150% with Capped Call
Matthews South Role: Financial Advisor
Bookrunners: GS, JPM, MS, BAML
Use of Proceeds: Capped call, bond repurchase, GCP
Stock Performance +0.7%
$800mm Alteryx, Inc. Convertible
Multi-faceted Transaction Structuring
- Assisted company with new convertible issuance while simultaneously exchanging ~63% of their existing 2023 convertible for cash/stock
- Recommended bifurcating the issuance into a 5y and 7y offering to spread out the maturity wall
- Exchange of 2023 convertibles required an unwind of the corresponding capped calls –Matthews South negotiated with the counterparties to maximize the value received
Delta-neutral Offering
- Constructed transaction to be completely delta-neutral –2023 holders, new convertible investors, new capped call counterparties and 2023 capped call counterparties all had offsetting buy / sell needs
- Delta-neutral structure helped to avoid any technical pressure on share price during the marketing -the stock traded up0.7% on the day of marketing
Convertible and Capped Call Process
- Matthews South advised the company on all relevant documentation and appropriate launch range for the convertible
- The company worked with Matthews South to determine whether it should tax integrate the call spread
- Recommended adding financial institutions that have displayed aggressiveness in other call spread bid situations
Day of Marketing
- Matthews South advised the company throughout the day of execution to help ensure that both securities were priced optimally and the messaging to the market was consistent –both tranches priced at the issuer friendly end of the premium range and midpoint of the coupon range
- The bonds traded slightly above par after the deal priced, indicating the company achieved efficient pricing
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