Seagate offers to exchange notes from four series for up to $500 million of new 2032 notes

By Marisa Wong

Los Angeles, Nov. 15 – Seagate HDD Cayman, a subsidiary of Seagate Technology Holdings plc, has begun offers to eligible holders of its outstanding debt securities from four series to exchange their notes for up to $500 million of 9 5/8% senior notes due 2032, according to a notice.

The aggregate principal amount of new notes to be issued under the exchange offers will be subject to a minimum amount of $300 million and a maximum amount of $500 million.

In addition, the principal amount of each series of existing notes that is accepted under the exchange offers will be subject to acceptance priority levels.

Seagate is offering to exchange the following series, listed in order of acceptance priority level and with the total early exchange consideration per $1,000 principal amount:

• $500 million outstanding 3 3/8% senior notes due 2031 (Cusip: 81180WBE0) for $765 of new notes;

• $500 million outstanding 3 1/8% senior notes due 2029 (Cusip: 81180WBF7) for $780 of new notes;

• $500 million outstanding 4 1/8% senior notes due 2031 (Cusip: 81180WBD2) for $800 of new notes; and

• $500 million outstanding 4.091% senior notes due 2029 (Cusip: 81180WBC4) for $840 of new notes.

The total early exchange consideration includes an early exchange premium of $50 of new notes per $1,000 of existing notes tendered as of the early exchange date.

The early exchange deadline is 5 p.m. ET on Nov. 28, also the withdrawal deadline.

Early settlement is expected to be Nov. 30.

Each exchange offer will expire at 11:59 p.m. ET on Dec. 12.

Final settlement is expected to be Dec. 14.

The company will also pay accrued interest to but excluding the applicable settlement date.

If the offer cap is exceeded, tendered notes may be accepted subject to proration.

The offer is only open to holders who are qualified institutional buyers under Rule 144A or persons other than a U.S. person under Rule 902 of the Securities Act.

Holders of existing notes who want access to the electronic eligibility form should contact Global Bondholder Services Corp. (855 654-2014 or 212 430-3774 for banks and brokers; https://gbsc-usa.com/eligibility/seagate).

Seagate is a Cupertino, Calif.-based data storage company.

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