November 2025
Case Study

OSI
Systems

OSI Systems is a vertically integrated designer and manufacturer of specialized electronic systems for critical applications in homeland security, healthcare, defense, and aerospace.

Transaction Terms
Offering Size
$575MM ($500MM Base + $75MM Greenshoe)
Security
0.50% Convertible Senior Notes
Maturity
2031 (6 Years)
Conversion Premium
32.5%
Launch Size
$400MM (upsized to $575MM)
Use of Proceeds
RCF paydown; up to $175MM share repurchase
Execution
144A, one-day marketed
$146.1MM
Concurrent share repurchase
Best end
Of range on both coupon
and conversion premium
2nd
HudsonWest mandate
for OSI in 16 months

Two convertibles
in sixteen months

HudsonWest had previously advised OSI Systems on its July 2024 convertible notes offering. Since that issuance, OSI shares were up 75% amidst very strong operational performance.

In November 2025, OSI shares jumped following a positive earnings release. The Company wanted to be in position quickly to execute amidst a favorable market backdrop and engaged HudsonWest again as advisor.

Best end
of marketing ranges

01
Rapid Positioning

HudsonWest maintained continuous dialogue with OSI Systems since its 2024 issuance, monitoring the existing bonds and OSI's strengthening issuer profile. When shares jumped on earnings, HudsonWest helped OSI be in position quickly to execute amidst a favorable market backdrop.

02
Documentation and Accounting

HudsonWest assisted the deal team with documentation and accounting efforts and advised OSI on market dynamics, positioning and timing — drawing on experience from the prior mandate to move efficiently.

03
Exceptional Pricing

The transaction was upsized from $400MM at launch to $575MM (including the greenshoe) and priced at the best end of the range on both coupon and conversion premium. OSI shares traded off just 2.38% on a day when broader markets fell significantly.

04
Long-Only Heavy Order Book

The final order book was heavy on long-only investors, ensuring OSI was able to downsize the final share repurchase and retain additional proceeds for corporate purposes.

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