NXP Semiconductors completes tender offer for five series of notes

By Jennifer Chiou

New York, July 2 - NXP Semiconductors announced the wrap of its tender offer for five series of notes, which ended at midnight ET on July 1.

The notes covered by the offer were NXP's $1,006,000,000 of 9½% senior notes due 2015, €458 million of 8 5/8% senior notes due 2015, $1,381,000,000 of floating-rate senior secured notes due 2013, €936 million of floating-rate senior secured notes due 2013 and $1,003,000,000 7 7/8% senior secured notes due 2014.

NXP said it accepted tenders for $57.5 million of the 9½% notes, €74.1 million of the 8 5/8% notes, $121.6 million of the dollar-denominated floating-rate notes, €92.6 million of the euro-denominated floating-rate notes and $90.1 million of the 7 7/8% notes.

At midnight ET on June 17, holders had tendered $39.2 million of the 9½% notes, €44.7 million of the 8 5/8% notes, $120.4 million of the dollar-denominated floating-rate notes, €83.4 million of the euro-denominated floating-rate notes and $57.3 million of the 7 7/8% notes.

The early tender deadline was previously extended to July 1 from the original expiration of midnight ET on June 17.

NXP previously said it would spend up to $300 million on the offer, excluding interest.

The acceptance priority level was 1 for the 9½% notes and 8 5/8% notes, 2 for the floating-rate notes and 3 for the 7 7/8% notes.

NXP first accepted tenders for first-priority notes up to the maximum payment amount. To the extent that the cap has not been reached, it then accepted second-priority notes up to the lesser of the remaining maximum payment amount and $150 million. Third-priority notes then were accepted if any amount remains.

Notes were to be prorated if the offer was oversubscribed. That said, the third-priority notes were accepted at a pro rata portion of 45.7%.

The purchase price for the first-priority notes was determined through a modified Dutch auction. For each $1,000 or €1,000 principal amount of notes tendered, holders could specify a price of $305 to $350 or €305 to €350. The total consideration was $375 and €375.

For second-priority notes, the purchase price was $425 or €425 for each $1,000 or €1,000 principal amount of notes.

For the third-priority notes, the purchase price is $475 for each $1,000 principal amount of notes.

In each case, the purchase price included an early tender premium of $25 or €25 for each $1,000 or €1,000 principal amount of notes.

Holders also received accrued interest up to but excluding the payment date.

The funds needed for the offer were expected to be paid with available cash, which may include drawings under NXP's senior secured revolving credit facility.

NXP said the offer was to reduce its overall debt and related interest expense.

J.P Morgan Securities Inc. and J.P. Morgan Securities Ltd. were the dealer managers for the dollar- and euro-denominated notes, respectively. Deutsche Bank Trust Co. Americas and Deutsche Bank AG, London Branch were the tender agents for the dollar- and euro-denominated notes, respectively.

NXP makes semiconductors and is based in Eindhoven, the Netherlands.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.