JWCA advises shockwave medical ON ITS debut $750 Million convertible and CApped CALL transaction

august 2023 | read press release

Transaction Background

Shockwave Medical, Inc. (“SWAV”) successfully raised $750mm in the convertible market at attractive terms (1.00% coupon and 30.0% conversion premium)

Shockwave’s objectives included:

  • Raise low cost capital to fund future business plans

  • Minimize stock price risk

Shockwave engaged J. Wood Capital Advisors to assist in the structuring, negotiation, documentation and execution of the transaction

JWCA provided extensive analysis on deal structuring and related items, including:

  • Convertible and derivate overlay structuring

  • Syndicate structure and precedent data

  • Accounting and tax analysis / implications

  • Convertible and capped call documentation to ensure maximum value and future efficiency/flexibility for the company

  • Shareholder messaging

JWCA designed and ran a competitive auction process to minimize the upfront cost of the capped call and save the issuer money

JWCA provided advice, support and analysis throughout the execution process

Results

Shockwave offering was very well received by investors:

  • The transaction was multiple times oversubscribed and upsized by $150 million

  • 1.00% coupon priced at the low end of the marketed range and 30.0% conversion premium priced at the high end of the marketed range

  • SWAV’s stock price traded down only 3.3% due to a strong order book of long-only investors. This compares to a typical stock price reaction on average 10%.

Capped call documentation and auction process produced meaningful savings for SWAV, while maximizing flexibility