Shockwave Medical, Inc.: debt financing — Shockwave Medical issues $750M of 1.00% convertible senior notes due 2028; net proceeds ~$730.4M

Shockwave Medical, Inc.

Issued $750M aggregate principal amount of 1.00% Convertible Senior Notes due 2028, including $100M initial purchaser option.
Net proceeds ~$730.4M after discount and expenses; ~$96.4M used for capped call transactions to reduce dilution.
Remaining proceeds for general corporate purposes including sales, R&D, and potential acquisitions.
Initial conversion rate 3.4595 shares per $1,000 principal (~$289.06/share); capped call strike $444.70.
Notes mature August 15, 2028; interest payable semi-annually; redeemable after August 20, 2026.

item 1.01 item 8.01 item 2.03 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Shockwave Medical, Inc. incurred convertible notes of $750.0 million at 1.00% maturing 2028.

Instrument: convertible notes
Principal: $750.0 million
Rate: 1.00%
Maturity: 2028
Event: incurrence

Exact text from the filing

On August 15, 2023, Shockwave Medical, Inc. (the “ Company ”) completed its previously announced sale of $750.0 million in aggregate principal amount of its 1.00% Convertible Senior Notes due 2028 (the “ Notes ”), which includes the full exercise of the Initial Purchaser’s (as defined below) option to purchase up to an additional $100.0 million in aggregate principal amount of Notes, to the Initial Purchaser in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “ Securities Act ”) and for initial resale by the Initial Purchaser to persons reasonably believed to be qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A under the Securities Act.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Shockwave Medical, Inc. entered into a notes offering with the Initial Purchaser valued at $750.0 million in aggregate principal amount of its 1.00% Convertible Senior Notes due 2028 (effective 2023-08-15).

Action: entry
Agreement: notes offering
Counterparty: the Initial Purchaser
Value: $750.0 million in aggregate principal amount of its 1.00% Convertible Senior Notes due 2028
Effective: 2023-08-15

Exact text from the filing

On August 15, 2023, Shockwave Medical, Inc. (the “ Company ”) completed its previously announced sale of $750.0 million in aggregate principal amount of its 1.00% Convertible Senior Notes due 2028 (the “ Notes ”), which includes the full exercise of the Initial Purchaser’s (as defined below) option to purchase up to an additional $100.0 million in aggregate principal amount of Notes, to the Initial Purchaser in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “ Securities Act ”) and for initial resale by the Initial Purchaser to persons reasonably believed to be qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A under the Securities Act.

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Source: SEC EDGAR

accession 0001193125-23-213513

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