Freescale Semiconductor has announced the upsizing and pricing of its previously announced underwritten public offering of 30,000,000 of its common shares, par value $0.01 per share.
In a release, the Company said that the size of the offering has been upsized to 35,000,000 common shares and priced at $18.50 per share. The offering is expected to close on February 18, subject to customary closing conditions. In addition, Freescale has granted the underwriters a 30-day option to purchase up to 5,250,000 additional common shares of Freescale. Freescale intends to contribute all of the net proceeds from the offering to its indirect wholly owned subsidiary and main U.S. operating entity, Freescale Semiconductor, Inc., which intends to use the contributed net proceeds, together with cash on hand, to repay all of its outstanding 10.125 percent Senior Subordinated Notes due 2016, approximately $276,000,000 aggregate principal amount of its outstanding 8.05 percent Senior Unsecured Notes due 2020 and all of its outstanding Senior Unsecured Floating Rate Notes due 2014, in each case in accordance with the indenture governing the applicable series of notes, and to pay the related premium, accrued interest and fees. The foregoing does not constitute a notice of redemption for, or an offer to repurchase, any outstanding notes.
Goldman, Sachs & Co., Citigroup Global Markets Inc., Credit Suisse Securities (USA), Deutsche Bank Securities, Inc., Barclays Capital Inc., J.P. Morgan Securities and Morgan Stanley & Co. are acting as joint book-running managers for the offering.
Freescale said that the common shares are being offered pursuant to an effective shelf registration statement on Form S-3 that has been filed with the Securities and Exchange Commission (the "SEC"). A preliminary prospectus supplement related to the offering has been filed with the SEC and is available on the SEC's website, sec.gov.
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