Seagate Announces Expiration of Early Exchange Period of Previously Announced Exchange Offers for Certain Outstanding Debt Se...
June 16 2020 - 9:33PM
Business Wire
Seagate HDD Cayman (the “Company”), a subsidiary of Seagate
Technology plc (NASDAQ: STX), today announced the expiration of the
early exchange period in connection with its previously announced
exchange offers (each, an “Exchange Offer” and together, the
“Exchange Offers”) to certain eligible holders of the Company’s
outstanding debt securities listed in the table below (together,
the “Existing Notes” and each a “series” of Existing Notes) to
exchange Existing Notes for up to $500,000,000 (“New Issue Cap”) in
aggregate principal amount of the Company’s new senior notes due
2029 (the “New Notes”). The complete terms and conditions of the
New Notes are set forth in a confidential offering memorandum,
dated as of June 3, 2020, (the “Offering Memorandum”), and the
related letter of transmittal.
In the Exchange Offers, according to information provided by
Global Bondholder Services Corporation, the exchange agent for the
Exchange Offers, $644,148,000 in aggregate principal amount of the
Company’s Existing Notes were validly tendered and not validly
withdrawn at or prior to 5:00 p.m., New York City time, on June 16,
2020 (the “Early Exchange Date”), as more fully set forth
below.
The table below indicates, among other things, the principal
amount of each series of Existing Notes validly tendered and not
validly withdrawn as of the Early Exchange Date:
CUSIP Numbers
Existing Notes
Principal Amount
Outstanding
Exchange Cap (Principal
Amount)
Acceptance Priority Level
(1)
Principal Amount Tendered by
the Early Exchange Date
81180WAL5
4.750% Senior Notes due 2025
$749,996,000
$275,000,000
1
$270,778,000
81180WAR2
4.875% Senior Notes due 2027
$690,426,000
$300,000,000
2
$373,370,000
(1) All Existing Notes of a series tendered for exchange in the
Exchange Offers on or before the Early Exchange Date will have
priority over any Existing Notes of such series that are tendered
after the Early Exchange Date. Acceptance of the Existing Notes is
subject to the Acceptance Priority Level, relevant Exchange Cap and
the New Issue Cap.
Pricing for the Exchange Offers is expected to occur at
approximately 10:00 a.m., New York City time, on June 17, 2020.
Although the Exchange Offers are scheduled to expire at 11:59 p.m.,
New York City time, on June 30, 2020, since Existing Notes have
been validly tendered such that the maximum aggregate principal
amount of New Notes to be issued in exchange for all such tendered
Existing Notes would exceed the New Issue Cap, the Company does not
expect to accept for exchange any Notes tendered after the Early
Exchange Date.
Tenders of Existing Notes in the Exchange Offers may no longer
be withdrawn, except in certain limited circumstances where
additional withdrawal rights are required by law. The Company’s
obligation to accept for exchange the Existing Notes validly
tendered in each Exchange Offer is subject to the satisfaction or
waiver of certain conditions as described in the Offering
Memorandum and the Company reserves the right to terminate any
Exchange Offer for any reason or for no reason.
This press release does not constitute an offer or a
solicitation by the Company to participate in the Exchange Offers
and does not constitute an offer to sell or a solicitation of an
offer to buy the New Notes, nor shall there be any sale of the New
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 New Notes have
not been and will not be registered under the Securities Act of
1933, as amended (the “Securities Act”) or any state securities
laws. The New Notes may not be offered or sold in the United States
or to any “U.S. person” as defined in Rule 902 under the Securities
Act 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. The Company
will enter into a registration rights agreement with respect to the
New Notes.
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 Statement 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 New Notes and the Exchange Offers. 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/20200616006067/en/
Investor Relations Contact: Shanye Hudson, (510) 661-1714
shanye.hudson@seagate.com
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