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LivaNova Announces Pricing of Private Offering of $250 Million of 3.00% Cash Exchangeable Senior Notes Due 2025

LONDON--(BUSINESS WIRE)-- LivaNova PLC (NASDAQ:LIVN) (“LivaNova”) today announced the pricing of $250 million aggregate principal amount of 3.00% cash

articleLivanova PlcJune 12, 20204/company/livanova-plc/news/livanova-announces-pricing-of-private-offering-of-dollar250-million-of-300-cash
LivaNova Announces Pricing of Private Offering of $250 Million of 3.00% Cash Exchangeable Senior Notes Due 2025

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[{"type":"text","content":" LONDON--(BUSINESS WIRE)--\nLivaNova PLC (NASDAQ:LIVN) (“LivaNova”) today announced the pricing of $250 million aggregate principal amount of 3.00% cash exchangeable senior notes due 2025 to be issued by its wholly owned U.S. subsidiary, LivaNova USA, Inc., in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. In addition, LivaNova has granted the initial purchasers of the notes an option to purchase, within a 13-day period beginning on, and including, the date on which the notes are first issued, up to an additional $37.5 million aggregate principal amount of the notes, solely to cover over-allotments. The sale of the notes to the initial purchasers is expected to settle on June 17, 2020, subject to customary closing conditions, and is expected to result in approximately $242 million in net proceeds to the issuer after deducting the initial purchasers’ discount and estimated offering expenses payable by the issuer (or $278 million if the initial purchasers’ over-allotment option is exercised in full).\n\n\nThe notes will be senior, unsecured obligations of LivaNova USA, Inc., as issuer, and LivaNova will fully and unconditionally guarantee the issuer’s obligations under the notes. The notes will bear interest at a rate of 3.00% per year and interest will be payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020.\n\n\nThe notes will be exchangeable at the option of the holders only under certain circumstances and solely into cash in an amount based on the trading prices of LivaNova’s ordinary shares during a related observation period. The notes will not be exchangeable into ordinary shares of LivaNova or any other security under any circumstances. The initial exchange rate for the notes is 16.3980 ordinary shares per $1,000 principal amount of notes (equivalent to an initial exchange price of approximately $60.98 per share, which represents an exchange premium of approximately 30% to the last reported sale price of the ordinary shares on the NASDAQ Global Market on June 11, 2020).\n\n\nThe notes will mature on December 15, 2025, unless earlier exchanged, redeemed or repurchased. The issuer may redeem the notes at its option, on or after June 20, 2023, in whole or in part, if the last reported sale price per ord...

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