Iconix plans to offer $250mn convertible senior subordinated notes
14 Jun '07
3 min read
Iconix Brand Group Inc announced its intention to offer, subject to market and other conditions, $250 million aggregate principal amount of Convertible Senior Subordinated Notes due 2012 (the Notes) in an offering pursuant to Rule 144A under the Securities Act of 1933, as amended (the Securities Act), through the initial purchasers of the Notes.
Iconix also intends to grant the initial purchasers of the notes an option to purchase up to an additional $37.5 million aggregate principal amount of Notes solely to cover over-allotments, if any.
If certain conditions are met, the Notes may be convertible into cash up to the principal amount of the Notes and, with respect to any excess conversion value, into cash, shares of Iconix common stock or a combination of cash and common stock, at Iconix' option. The interest rate, conversion price and other terms will be determined by negotiations between Iconix and the initial purchasers of the Notes.
Iconix intends to use a portion of the net offering proceeds to fund a convertible note hedge transaction and a warrant transaction. Iconix plans to use the remaining net proceeds from the note offering to invest in or acquire new brands through mergers, stock or asset purchases and/or other strategic relationships, although it has no present commitments or agreements with respect to any such investment or acquisition, and for general corporate purposes.
In connection with the convertible note hedge andwarrant transactions, the hedge counterparties have advised Iconix that they or their affiliates intend to enter into various derivative transactions with respect to the common stock of Iconix, concurrently with or shortly following pricing of the Notes.
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