JWCA advises Sunnova on its upsized $600 million convertible and capped call

August 2022 | read press release

Transaction Background

Sunnova Energy International (“Sunnova” or the “Company”) successfully raised $600mm (inclusive of the greenshoe) in the convertible market at attractive terms

Sunnova’s objectives:

• Take advantage of strong convertible market conditions

• Raise capital for the funding of working capital, operating expenses, capital expenditures and repayment of indebtedness

Sunnova 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 derivative overlay structuring

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

• Shareholder messaging

JWCA designed and ran a capped call auction process to achieve competitive terms

JWCA provided advice, support and analysis throughout the execution process

Results

Sunnova’s convertible issuance was very well-received by investors

• The convertible was upsized due to strong long-only investor demand

• The transaction was multiple times oversubscribed

• The 30% conversion premium represented the high end of the marketed range

JWCA supported the management team on the entire day of the offering providing execution advice and ensuring a high-quality execution

Capped call documentation and auction process produced meaningful savings for Sunnova, while maximizing flexibility for the Company