SANTA CLARA, Calif., March 7 /PRNewswire-FirstCall/ -- Coherent, Inc.
(Nasdaq: COHR) announced today the pricing of its offering of $175 million
aggregate principal amount of convertible subordinated notes due 2011 to
qualified institutional buyers pursuant to Rule 144A under the Securities Act
of 1933. The sale of the notes to the initial purchaser is expected to close
on March 13, 2006, subject to satisfaction of customary closing conditions.
The company has also granted to the initial purchaser a 30-day option to
purchase up to an additional $25 million of notes solely to cover
over-allotments.
The five-year notes will bear interest at a rate of 2.75% per year and
will be subordinated to all present and future senior indebtedness of the
company. The notes will be convertible, subject to certain conditions. Upon
conversion of a note a holder will receive cash in an amount equal to the
lesser of $1,000 and the conversion value and, if the conversion value is
greater than $1,000, payment of the excess value, at the company's option, in
the form of cash, shares of company common stock or a combination of cash and
common stock. The initial conversion rate is 26.1288 shares of common stock
per $1,000 principal amount of the notes (which is equivalent to an initial
conversion price of approximately $38.27 per share), subject to adjustment
upon the occurrence of certain events. This represents a conversion premium
of approximately 30% relative to the last reported sale price of the company's
common stock on the Nasdaq National Market on March 7, 2006.
The company intends to use the net proceeds of the offering to fund a
portion of the merger consideration for its previously announced acquisition
of Excel Technology, Inc. The consummation of the acquisition is subject to a
number of risks and uncertainties. If the Excel acquisition does not occur,
the company intends to use net proceeds of the offering for working capital
and other general corporate purposes, including potential acquistions.
This announcement is neither an offer to sell nor a solicitation of an
offer to buy any of these securities and shall not constitute an offer,
solicitation or sale in any jurisdiction in which such offer, solicitation or
sale is unlawful.
The securities will not be registered under the Securities Act of 1933 or
any state securities laws, and unless so registered, may not be offered or
sold in the United States except pursuant to an exemption from the
registration requirements of the Securities Act of 1933 and applicable state
laws.
SOURCE Coherent, Inc.
 back to top
Related links:
http://www.coherent.com
CONTACT:
Peter Schuman of Coherent, Inc.,
+1-408-764-4174
|
