Sensata starts two modified Dutch auction tender offers for $50 million notes

By Susanna Moon

Chicago, March 3 - Sensata Technologies BV said it began two separate modified Dutch auction cash tender offers, one for the maximum principal amount of its 8% senior notes due 2014 that it can purchase for $40 million and the other for the maximum principal amount of its 9% senior subordinated notes due 2016 and its 11¼% senior subordinated notes due 2014 that it can purchase for $10 million.

The tender offers will expire at 11:59 p.m. ET on March 30.

The company said the acceptable bid price range for its $450 million of 8% notes is $300 to $370, including an early participation payment of $30 for notes tendered by 5 p.m. ET on March 16.

The bid price range for the €227.62 million of 9% notes is €165 to €205 and for the €141 million of 11¼% notes is €180 to €220, including a fee of €30 for both series of notes tendered by the early participation date.

The total consideration payment for the dollar tender offer will be set based on a formula consisting of a base price of $300 per $1,000 principal amount of notes plus a clearing premium determined by the bid price of each holder.

The total consideration payment for the euro tender offer will be set based on a formula consisting of a base price of €165 per €1,000 principal amount for the 9% notes and €1800 for the 11¼% notes plus a clearing premium.

Sensata will pay accrued interest to the purchase date.

The maximum euro payment amount is limited by some restrictive covenants contained in Sensata's senior credit facility, which are denominated in dollars and prescribe that, in calculating the maximum euro payment amount in dollars, the equivalent amount will be determined based on the exchange rate set forth on the Reuters World Currency Page as of 6 a.m. ET on the expiration date for the euro tender offer.

Goldman, Sachs & Co. (800 828-3182 or collect 212 902-5183) is the dealer manager. Global Bondholder Services Corp. (866 387-1500 or banks and brokers 212 430-3775) is the information agent and depositary. Lucid Issuer Services Ltd. (44 20 77040880) is the information agent and tender agent.

Sensata is an Attleboro, Mass.-based designer and manufacturer of sensors and controls.

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