The offering consists of an aggregate principal amount of 0.375% convertible notes due in 2025. The San Diego-based spine technology company also granted initial purchasers a 13-day option to purchase up to an additional $50 million aggregate principal amount of the convertible notes, according to a news release.
NuVasive said it plans to settle the sale to the initial purchasers on March 2 and expects approximately $435.9 million in net proceeds following the deduction of fees and estimated offering expenses. The company said the notes will have interest paid semi-annually in arrears on March 15 and Sept. 15 of each year, beginning on Sept. 15, 2020. The notes are slated to mature on March 15, 2025, unless earlier repurchased, redeemed or converted.
The company also announced that, in connection with the pricing of the notes, it entered into privately negotiated convertible note hedge transactions and warrant transactions with certain dealers to reduce the potential dilution to its common stock upon the conversion of notes.
NuVasive plans to use about $31.2 million of the net proceeds to pay the cost of the convertible note hedge transactions. Approximately $75 million of the proceeds is earmarked for repurchasing shares of its common stock from purchasers of the convertible notes in privately negotiated transactions concurrent with the offering. The remaining proceeds are intended for working capital and other general corporate purposes.