March 20, 2020
$820mm Rule 144 Overnight Block Trade
Offering Size: $819,682,798
Shares Offered: 13,548,476
% of Outstanding: 10.8%
% of Float: 11.9%
Multiple of ADTV: 2.0x
Type of Shares: 100% Secondary
Offering Type: Rule 144 Block Trade
Last Trade (5/20/2020): $64.17
Monetization Price: $60.50
All-in Discount: 5.72%
Re-offer Price: $61.00
Re-offer Discount: 4.94%
Bank: Barclays
Shares Offered: 13,548,476
% of Outstanding: 10.8%
% of Float: 11.9%
Multiple of ADTV: 2.0x
Type of Shares: 100% Secondary
Offering Type: Rule 144 Block Trade
Last Trade (5/20/2020): $64.17
Monetization Price: $60.50
All-in Discount: 5.72%
Re-offer Price: $61.00
Re-offer Discount: 4.94%
Bank: Barclays
$820mm Rule 144 Overnight Block Trade
Complex Transaction Executed with Utmost Efficiency
- South Lake One is wholly owned by South Cone Investments Limited Partnership, a Canadian limited partnership, which is controlled by the Quiroga Family of Chile
- With Enphase stock up ~348% in LTM prior to the offering, South Lake One wanted to monetize its entire position in Enphase (12% of float)
- Matthews South advised South Lake One on the relative merits of various hedging (e.g. collar, put spread collar, covered call writing, etc.) and monetization (outright sale, enhanced VWAP sale, etc.) strategies
- Matthews South structured a confidential monetization solution based on the client’s key objectives and executed the transaction in 72 hours from start to finish
- Matthews South crafted a legal approach that would allow bidders to diligence restricted stock and address potential affiliate and Section 16 considerations without any discussion with Enphase
Sizable Monetization in a Confidential Manner
- Largest unregistered block trade in 2020 at the time of the offering
- Offering reflects a complete monetization of South Lake One’s ~13.55mm share position in the Company, providing a successful exit for the seller
Attractive Discount Despite Broader Market Stress
- In the midst of extreme market volatility, Matthews South conducted a confidential bid process among a carefully selected group of banks
- Offering priced at 91% of Enphase’s all-time high stock price at that time
- Final discount to South Lake One was 5.7%, an improvement of ~7-8% vs. the initial indications received Matthews South’s strategy eliminated execution risk and allowed South Lake One to capture $50mm+ of value
For an unregistered block trade that was 12% of float, the shares were sold at a 5.7% discount to pre-announce closing price