Sensata Technologies Holding plc and its subsidiaries, Sensata Technologies B.V. and Sensata Technologies, Inc., have announced the early tender results of their tender offers to purchase up to $350,000,000 in total cash consideration for senior notes issued by the respective offerors.
The aggregate principal amount of Sensata Technologies B.V.'s 4.000% senior notes due 2029 that was validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on November 10, 2025, was $874,135,000. Tenders of these notes alone exceeded the maximum tender offer amount.
As a result, Sensata Technologies B.V. expects to accept for purchase the 4.000% senior notes due 2029 having an aggregate purchase price approximately equal to the maximum tender offer amount of $350,000,000. The notes, at the purchase price of $988.75 per $1,000 of principal amount, have an aggregate principal amount of approximately $353,976,000.
The tender offers commenced on October 28, 2025, and are scheduled to expire at 5:00 p.m., New York City time, on November 26, 2025. However, due to the aggregate principal amount of the notes validly tendered and not validly withdrawn as of the early tender deadline exceeding the maximum tender offer amount, no tenders of notes submitted after the early tender deadline are expected to be accepted for purchase in the tender offers.
Additionally, because the total cash consideration payable for the Sensata Technologies B.V. 4.000% senior notes due 2029 validly tendered and not validly withdrawn at or prior to the early tender deadline exceeds the maximum tender offer amount, the company does not expect to accept for purchase all notes that have been validly tendered and not validly withdrawn. The purchase of the 4.000% senior notes due 2029 is expected to be prorated at a rate of approximately 38.2349%.
The company has not extended the withdrawal deadline for the tender offers, and previously tendered notes may not be withdrawn, subject to applicable law.
Finally, the offerors have retained Barclays Capital Inc. and Goldman Sachs & Co. LLC to act as dealer managers in connection with the tender offers.
This press release contains forward-looking statements and is neither an offer to purchase or sell nor a solicitation of an offer to purchase or sell any notes in the tender offers or any other securities of the offerors. The market has reacted to these announcements by moving the company's shares 0.72% to a price of $31.655. If you want to know more, read the company's complete 8-K report here.
