JWCA advises Burlington Stores on the repurchase of additional convertible notes for cash

march 2022 | read press release

Transaction Background

In August 2021, JWCA advised Burlington Stores’ (“BURL” or the “Company”) on an initial exchange of ~$160mm of its 2025 convertible. In November, JWCA advised Burlington on an additional ~$72mm repurchase of the convertible.

In March 2022, Burlington wanted to continue its plan to quickly and efficiently de-lever the balance sheet

Burlington’s objectives included:

  • De-lever: retire the convertible to lower debt balance and interest expense

  • Minimize transaction and friction costs; execute as efficiently as possible

JWCA acted as Repurchase Agent for the transaction and provided analysis and advice around:

  • Tactics around investor targeting and execution method

  • Investor outreach, negotiation, and execution of repurchases

  • Accounting and tax analysis around the extinguishment of the existing convertible notes for cash and stock

Results

The Company executed a successful liability management transaction for its 2.25% convertible notes due 2025:

  • Repurchased $55.6mm of their convertible notes (~10% of outstanding) for cash. In combination with the exchange execution in August, Burlington has now retired 39% of the original $805mm convertible issuance

  • Saved an additional ~$3.9mm of cash interest over the remaining life (~$22.5mm in total)