Liberty Latin America Announces Pricing of $350 Million of 2.0% Convertible Senior Notes Due 2024
Denver, Colorado – June 26, 2019: Liberty Latin America Ltd. ("Liberty Latin America") (NASDAQ: LILA and LILAK, OTC Link: LILAB) today announced the pricing of $350 million aggregate principal amount of its 2.0% convertible Senior Notes due 2024 (the “Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Liberty Latin America has also granted the initial purchasers of the Notes a 13-day option to purchase up to an additional $52.5 million aggregate principal amount of the Notes in connection with the offering. The offering is expected to close on June28, 2019, subject to the satisfaction of certain customary closing conditions.
The Notes will be general unsecured senior obligations of Liberty Latin America, bear interest at a rate of 2.0% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2020, mature on July 15, 2024 (unless earlier repurchased, redeemed or converted), and be convertible into Liberty Latin America’s Class C common shares, cash, or a combination of shares and cash, at Liberty Latin America’s election. The conversion rate for the Notes will initially equal 44.9767 Class C common shares per $1,000 principal amount of the Notes, which is equivalent to an initial conversion price of approximately $22.23 per Class C common share and is subject to adjustment, which represents an approximately 22.5% conversion premium over the last reported sale price of $18.15 per share of Liberty Latin America's Class C common shares on Nasdaq on June 25, 2019.
Prior to January 15, 2024, the Notes will be convertible only upon satisfaction of certain conditions and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.
Other than a redemption for a change in certain tax laws, Liberty Latin America may not redeem the Notes prior to July 19, 2022. On or after July 19, 2022, Liberty Latin America may redeem for cash all or a portion of the Notes if the last reported sale price of Liberty Latin America’s Class C common shares has been at least 130% of the conversion price then in effect on (i) each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date Liberty Latin America provides notice of redemption and (ii) the trading day immediately preceding the date Liberty Latin America provides such notice.
Liberty Latin America expects to use approximately $39.7 million of the net proceeds from the sale of the Notes to fund the cost of the capped call transactions described below and use the remaining funds for other general corporate purposes. If the initial purchasers exercise in full their option to purchase additional Notes, Liberty Latin America expects to use approximately $6.0 million of the net proceeds from the sale of the additional Notes to enter into additional capped call transactions and use the remaining funds for other general corporate purposes.