March 1, 2021
Size: $225 million + $25 million greenshoe
Execution: 1 day marketed
Maturity: 7 years
Structure: Non-call 4, provisional call with make-whole thereafter
Coupon: 0.00% (price talk 0.00% –0.25%)
Conversion Premium 45% (price talk 40 –45%)
Stock Price Impact (0.8%)
Matthews South Role: Financial Advisor
Bookrunners: JP Morgan Goldman Sachs Bank of America
Execution: 1 day marketed
Maturity: 7 years
Structure: Non-call 4, provisional call with make-whole thereafter
Coupon: 0.00% (price talk 0.00% –0.25%)
Conversion Premium 45% (price talk 40 –45%)
Stock Price Impact (0.8%)
Matthews South Role: Financial Advisor
Bookrunners: JP Morgan Goldman Sachs Bank of America
$250mm Convertible
Capital Structure Advice
- As the convertible market heated up in January –February 2021, Matthews South advised the company and board on the appropriateness of issuance, potential size, and strategy around capital structure (e.g., revolver) going forward
- Followed successful advisory engagement regarding Company’s $150mm equity capital raise during Covid-19 market turmoil in April 2020
Structuring Advice:
- Matthews South advised on the selection of a 7-year maturity profile, taking into account the capital structure needs of the Company and terms trade-off between 5-year and 7 year
- Matthews South advised on structural details as well –helping the company choose flexible settlement structure in light of new convertible accounting guidance
Day of Marketing:
- Advised the company on day of execution to ensure efficient terms and minimal market impact
- Advised company on price talk range that enabled maximum value capture of favorable market feedback
- As many issuers accessed the market in the first week of March, it became critical to closely monitor market conditions and order book as investors increasingly pushed back on banks / issuers
Result was long-dated paper at 0% coupon (7-years), which is rare in the convertible market, and the first restaurant 0% coupon ever