Issuer: | WellCare Health Plans, Inc. |
Securities: | 5.25% Senior Notes due 2025 |
Principal Amount: | $1,200.0 million |
Maturity: | April 1, 2025 |
Interest Payment Dates: | April 1 and October 1 |
Record Dates: | March 15 and September 15 |
First Interest Payment Date: | October 1, 2017 |
Underwriting Discount: | 1.25% |
Net Proceeds to Issuer (before expenses): | $1,185.0 million |
Initial Public Offering Price: | 100% |
Yield-to-Maturity: | 5.25% |
Spread to Benchmark Treasury: | 278 basis points |
Benchmark Treasury: | 2.000% UST due February 15, 2025 |
Optional Redemption Upon Certain Equity Offerings: | Prior to April 1, 2020, up to 40% of the aggregate principal amount of the notes at 105.250%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. |
Optional Redemption: | On or after: April 1, 2020 103.938% April 1, 2021 102.625% April 1, 2022 101.313% April 1, 2023 and thereafter 100.000% plus accrued and unpaid interest, if any, to, but excluding, the redemption date. |
Make Whole Redemption: | Prior to April 1, 2020, make-whole call based on treasury plus 50 bps, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. |
Trade Date: | March 8, 2017 |
Settlement: | March 22, 2017 (T + 10) It is expected that delivery of the notes will be made against payment therefor on or about March 22, 2017, which is the tenth business day following the date hereof (such settlement cycle being referred to as “T+10”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), trades in the secondary market generally are required to settle in three business days unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the date of pricing or the next six succeeding business days will be required, by virtue of the fact that the notes initially will settle in T+10, to specify an alternative settlement cycle at the time of any such trade to prevent failed settlement. Purchasers of the notes who wish to trade the notes on the date of pricing or the next six succeeding business days should consult their own advisors. |
CUSIP / ISIN: | CUSIP: 94946T AC0 ISIN: US94946TAC09 |
Joint Bookrunning Managers: | J.P. Morgan Securities LLC SunTrust Robinson Humphrey, Inc. Wells Fargo Securities, LLC Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated MUFG Securities Americas Inc. |
Co-Manager: | U.S. Bancorp Investments, Inc. |