Text size [+][-] Wednesday November 19 2008GLOBAL EDITION
Home > TPG/WaMu
By Lauren Silva Laughlin
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Washington Mutual in April raised $7bn from private equity firm TPG and certain existing shareholders. The deal included stock at $8.75 a share, a big discount to the market price at the time, and in-the-money convertible notes. The stock closed on June 23 at $5.95. TPG's deal with Washington Mutual includes a feature that will protect TPG from being diluted if the company has to raise additional cash within 18 months. "In the event that, within 18 months of the closing of the transactions under the Investment Agreement, the Company (i) sells more than $500m of common stock or other equity-linked securities at a price less than $8.75, or (ii) the Company engages in a change of control transaction wherein the implied value of the Company’s common stock is less than $8.75, upon the occurrence of each such event the Company is required to pay to those Investors whose shares are subject to transfer restrictions an amount sufficient to compensate them for the dilution suffered by them as a result of the above-described actions of the Company". TPG is restricted from selling shares for at least 18 months. Other participants in the deal are restricted from selling shares for nine months and have similar anti-dilution protection in the deal.
lauren.laughlin@breakingviews.com
