Seagate Announces Offering of Senior Unsecured Notes
June 03 2020 - 8:22AM
Business Wire
Seagate HDD Cayman (the “Company”), a subsidiary of Seagate
Technology plc (NASDAQ: STX) (“Seagate”), today announced that it
intends, subject to market and other conditions, to offer senior
notes due 2031 (the “Notes”) in a private placement to qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended (the “Securities Act”), and in offshore
transactions under Regulation S under the Securities Act. The Notes
are expected to be guaranteed by Seagate.
The Company intends to use the net proceeds from the offering of
the Notes, together with cash on hand, to finance the cash
consideration it will deliver in connection with concurrent tender
offers (the “Tender Offers”) to purchase for cash up to $225
million in aggregate principal amount of its outstanding 4.750%
Senior Notes due 2023 (“2023 Notes”) and up to $275 million in
aggregate principal amount of its outstanding 4.250% Senior Notes
due 2022 (“2022 Notes”), subject to a maximum aggregate principal
amount of $500 million. Any remaining net proceeds will be used for
general corporate purposes, which may include repayment of other
outstanding indebtedness, capital expenditures and other
investments in the business. The offering of the Notes is not
contingent on any minimum participation in the Tender Offers. The
Tender Offers are only being made pursuant to a separate offer to
purchase and nothing contained herein shall constitute an offer to
purchase or the solicitation of an offer to sell the 2022 Notes or
the 2023 Notes.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the Notes, nor shall there be any
sale of the Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
The Notes to be offered have not been and will not be registered
under the Securities Act, or applicable state securities laws, and
may not be offered or sold in the United States absent registration
except pursuant to an applicable exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws.
About Seagate
Seagate crafts the datasphere, helping to maximize humanity’s
potential by innovating world-class, precision-engineered data
management solutions with a focus on sustainable partnerships.
© 2020 Seagate Technology LLC. All rights reserved. Seagate,
Seagate Technology and the Spiral logo are registered trademarks of
Seagate Technology LLC in the United States and/or other
countries.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements provide current expectations of
future events based on certain assumptions and include any
statement that does not directly relate to any historical fact.
Forward-looking statements include, among other things, statements
about the terms and conditions of, and completion of, the offering
of the Notes and the use of proceeds therefrom, each as described
above. The Company cannot assure that the offering will be
consummated, nor can it guarantee the size or terms of the
offering. Forward-looking statements generally can be identified by
words such as “expects,” “intends,” “plans,” “anticipates,”
“believes,” “estimates,” “predicts,” “projects,” “should,” “may,”
“will,” “will continue”, “can”, “could” or the negative of these
words, variations of these words and comparable terminology. These
forward-looking statements are conditioned upon and also involve a
number of known and unknown risks, uncertainties, and other factors
that could cause actual results, performance or events to differ
materially from those anticipated by these forward-looking
statements. Such risks, uncertainties and other factors may be
beyond the Company’s control and may pose a risk to the Company’s
operating and financial condition. Undue reliance should not be
placed on the forward-looking statements in this press release,
which are based on information available to us on, and which speak
only as of, the date hereof. The Company undertakes no obligation
to update forward-looking statements to reflect events or
circumstances after the date they were made, unless required by
applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20200603005459/en/
Investor Relations Contact: Shanye Hudson, (510) 661-1714
shanye.hudson@seagate.com
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