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JWCA advises Ionis Pharmaceuticals on its $500mm convertible bond offering

November 2014 | read press release

Transaction Background

J. Wood Capital Advisors was hired by Ionis Pharmaceuticals to evaluate its capital structure, then execute a new convertible issuance in a smarter, more efficient manner.

  • JWCA provided complete capital structure analysis related to:
    • Recommended size of new convertible debt
    • Impact on interest expense and net dilution
    • Net stock trading impact from the hedge funds from the transaction
    • Optimal timing considerations
  • JWCA designed the strategy and execution process to meet the company's objectives:
    • No material change to Company's total cash interest expense (even though debt amount was increased substantially)
    • Lowered the underlying shares
    • Raised the conversion premium materially
    • Extended the maturity of the convertible profile by 2+ years
  • JWCA assisted the team with documentation, accounting and tax review with a focus on ensuring more company-friendly provisions.
  • JWCA provided advice, support and analysis during the execution
Jason & Katy spent over a year working with us to develop a plan for our capital structure. Then they led the execution of our debt financing flawlessly. They became a key part of our internal team, and always had our interests and objectives in mind.
— Beth Hougen, Chief Financial Officer

Results

  • The company executed a successful liability management exercise:
    • Lowered the coupon from 2.75% to 1.00%
    • Raised the conversion price from $16.63 to $66.81
    • Reduced potential dilution by over 1.5mm shares
    • Pushed out maturity ~2+ years
  • The company repurchased 70% of their existing 2.75% convertible due 2019
  • The company's stock rose +8.8% on the day of execution