Network Equipment Technologies, Inc. Prices $85 Million of Convertible Senior Notes
December 13 2007 - 7:30AM
Marketwired
FREMONT, CA today announced the pricing of $85 million aggregate
principal amount of 3.75% Convertible Senior Notes due 2014 in a
private offering to qualified institutional buyers pursuant to Rule
144A under the Securities Act of 1933, as amended. The company has
granted an option to the initial purchaser to purchase up to $20
million aggregate principal amount of additional notes on or prior
to December 28, 2007.
Interest on the notes will be paid semiannually on December 15
and June 15 at a rate of 3.75% per year. The notes will be
convertible at an initial conversion rate of 73.3689 shares of the
company's common stock per $1,000 principal amount of notes, which
is equivalent to an initial conversion price of approximately
$13.63 per share. This initial conversion price represents a
premium of 27.5% relative to the last reported sale price on
December 12, 2007 of the company's common stock of $10.69 per
share. Holders of the notes may require the company to repurchase
the notes for cash equal to 100% of the principal amount to be
repurchased plus accrued and unpaid interest upon the occurrence of
certain designated events.
The company estimates that the net proceeds from the offering
will be approximately $82 million (or $101.4 million if the initial
purchaser exercises its option to purchase additional notes in
full) after deducting discounts, commissions and estimated offering
expenses. The company expects to use the net proceeds for working
capital and general corporate purposes, which may include capital
expenditures and potential acquisitions.
This press release is neither 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 state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to the registration or
qualification thereof under the securities laws of any such state
or jurisdiction. Any offers of the notes will be made only by means
of a private offering memorandum. The notes and the company's
common stock issuable upon the conversion of the notes have not
been registered under the Securities Act or the securities laws of
any other jurisdiction and may not be offered or sold in the United
States absent registration or an applicable exemption from
registration requirements.
This press release contains forward-looking statements within
the meaning of the U.S. Private Securities Litigation Reform Act of
1995. Forward-looking statements are based on management's current
preliminary expectations and are subject to risks, uncertainties
and assumptions, including the risk that the company may be unable
to complete the offering. Other information on potential risk
factors that could affect the company, its business and its
financial results are detailed in the company's periodic filings
with the Securities and Exchange Commission (SEC), including, but
not limited to, those risks and uncertainties listed in the section
entitled "Risk Factors," which can be found in the company's annual
report on Form 10-K for the fiscal year ended March 30, 2007 filed
with the SEC on May 25, 2007.
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