Hutchinson Technology (HTCH) Plans to Commence an Exchange Offer, Tender Offers and Rights Offering
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Hutchinson Technology Incorporated (Nasdaq: HTCH) announced today its intention to file a registration statement with the Securities and Exchange Commission in connection with a proposed exchange offer, tender offers and rights offering, relating to its outstanding 3.25% Convertible Subordinated Notes due 2026 ("Outstanding 3.25% Notes") and outstanding 8.50% Convertible Senior Notes due 2026 ("Outstanding 8.50% Notes").
The Company plans to commence an exchange offer and tender offer for any and all of its Outstanding 3.25% Notes for: (i) a new series of 8.50% Senior Secured Second Lien Notes due 2017 (the "New Notes") in an amount equal to $900 principal amount of New Notes for each $1,000 principal amount of Outstanding 3.25% Notes exchanged, or (ii) cash in an amount equal to $800 for each $1,000 principal amount of Outstanding 3.25% Notes tendered, or (iii) a combination of both options (the "3.25% Notes Tender and Exchange Offer"), subject to certain conditions.
The Company also plans to commence a tender offer in which it will apply up to $20.0 million in cash to purchase Outstanding 8.50% Notes in an amount equal to $750 for each $1,000 principal amount of Outstanding 8.50% Notes tendered. The anticipated transactions will be structured so that tenders of the Outstanding 3.25% Notes will have priority over tenders of the Outstanding 8.50% Notes. If the cash required to purchase the Outstanding 8.50% Notes tendered exceeds the lesser of $20.0 million or the amount of the Rights Offering (defined below) proceeds remaining after the Company has met its obligations under the 3.25% Notes Tender and Exchange Offer, then the Company plans to accept the Outstanding 8.50% Notes tendered for purchase on a pro rata basis.
The Company plans to commence an exchange offer and tender offer for any and all of its Outstanding 3.25% Notes for: (i) a new series of 8.50% Senior Secured Second Lien Notes due 2017 (the "New Notes") in an amount equal to $900 principal amount of New Notes for each $1,000 principal amount of Outstanding 3.25% Notes exchanged, or (ii) cash in an amount equal to $800 for each $1,000 principal amount of Outstanding 3.25% Notes tendered, or (iii) a combination of both options (the "3.25% Notes Tender and Exchange Offer"), subject to certain conditions.
The Company also plans to commence a tender offer in which it will apply up to $20.0 million in cash to purchase Outstanding 8.50% Notes in an amount equal to $750 for each $1,000 principal amount of Outstanding 8.50% Notes tendered. The anticipated transactions will be structured so that tenders of the Outstanding 3.25% Notes will have priority over tenders of the Outstanding 8.50% Notes. If the cash required to purchase the Outstanding 8.50% Notes tendered exceeds the lesser of $20.0 million or the amount of the Rights Offering (defined below) proceeds remaining after the Company has met its obligations under the 3.25% Notes Tender and Exchange Offer, then the Company plans to accept the Outstanding 8.50% Notes tendered for purchase on a pro rata basis.
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