Inphi Corporation Announces Private Note Exchanges
May 21 2020 - 8:00AM
Inphi Corporation (NYSE: IPHI) today announced that on May 20,
2020, Inphi entered into separate and privately-negotiated
agreements with certain holders of Inphi’s outstanding 1.125%
Convertible Senior Notes due 2020 (the “2020 Notes”) and 0.75%
Convertible Senior Notes due 2021 (the “2021 Notes”).
Pursuant to the transactions contemplated by these agreements
(the “Exchange Transactions”), Inphi has agreed to exchange for
cash, representing the principal amount exchanged and accrued and
unpaid interest thereon, and shares of Inphi’s common stock for
approximately $63.5 million in aggregate principal amount of the
2020 Notes and approximately $171.4 million in aggregate principal
amount of the 2021 Notes (together, the “Exchanged Notes”). Upon
the closing of the Exchange Transactions, Inphi estimates that it
will pay an aggregate of approximately $239.8 million in cash for
principal, premium and interest and issue approximately 2.5 million
shares of common stock for the Exchanged Notes. The foregoing
estimates are based on a price of $109.37 per share of common
stock, which was the reference price used in the Exchange
Transactions. The actual amounts of cash and shares of common stock
to be issued are subject to adjustment during an averaging period
beginning on May 21, 2020, and could vary substantially depending
on changes in the trading price of the common stock during the
averaging period.
Inphi expects the closings of the Exchange Transactions to occur
on June 1, 2020. Immediately following the closings of the Exchange
Transactions, approximately $67.0 million in aggregate principal
amount of 2020 Notes and approximately $116.1 million in aggregate
principal amount of 2021 Notes will remain outstanding.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities and shall not constitute
an offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, including statements regarding the estimated amounts of cash
and shares of common stock to be paid or delivered, as applicable,
in the Exchange Transactions, Inphi’s ability to complete the
Exchange Transactions, the closing date of the Exchange
Transactions and the amount of notes to be outstanding immediately
following the Exchange Transactions. These forward-looking
statements are subject to risks and uncertainties that may cause
actual results to differ materially, including risks related to
volatility in the trading prices of Inphi’s common stock over the
averaging period for the Exchange Transactions, whether Inphi will
be able to satisfy the conditions required to close the Exchange
Transactions, and other risks detailed from time to time in Inphi’s
filings with the Securities and Exchange Commission, including its
Annual Report on Form 10-K for the year ended December 31, 2019 and
its Quarterly Report on Form 10-Q for the quarter ended March 31,
2020. All forward-looking statements in this press release are
based on information available to Inphi as of the date hereof, and
Inphi does not assume any obligation to update the forward-looking
statements provided to reflect events that occur or circumstances
that exist after the date on which they were made except as
required by law.
Investor Contact:
Vernon P. Essi, Jr.
408-606-6524
vessi@inphi.com
Corporate Contact:
Kim Markle
408-217-7329
kmarkle@inphi.com
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