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JWCA advises Glaukos on its $287.5 million convertible BOND and capped call offering

June 2020 | read press release

Transaction Background

Glaukos Corp (“GKOS”) wanted to ensure ample long-term liquidity to fund the continued commercialization efforts in its glaucoma and corneal health franchises, as well as international expansion and pipeline development.

Glaukos’s objectives:

  • Take advantage of a strong, resilient convert market

  • Raise capital at a premium to current stock price to minimize dilution

  • Maximize runway with a 7-year maturity

  • Further minimize dilution with a high-strike capped call

JWCA advised Glaukos on deal structuring and related items, including

  • Investor messaging

  • Accounting considerations

  • Issuer redemption and make-whole mechanics

  • Cost of capital

  • Documentation

  • Syndicate economics

JWCA also designed and ran a capped call auction process to achieve competitive terms and diversify counterparty risk JWCA provided advice, support, and analysis throughout the execution process

Results

Glaukos convertible issuance was very well-received by investors:

  • Book was nearly ~4x covered by midday

  • Company was able to upsize the base deal by $50mm while executing both coupon and premium terms at the midpoints of marketed ranges

  • Achieved large anchor allocations from long-only fundamental investors

Capped call documentation and auction process produced meaningful savings for Glaukos at the company’s desired high strike price