Sensata Increases Tender Offer Cap to $400 Million
Sensata Technologies Holding and its indirect, wholly owned subsidiaries Sensata Technologies B.V. and Sensata Technologies, Inc. announced the early tender results of the Offerors' previously announced tender offers to purchase up to $350,000,000 in total cash consideration payable, excluding the applicable accrued and unpaid interest, for certain senior notes issued by the respective Offerors. Sensata and the Offerors also announced that the Offerors have amended the Tender Offers to increase the Maximum Tender Offer Amount from $350,000,000 to $400,000,000. The terms and conditions of the Tender Offers are set forth in the Offerors' Offer to Purchase dated May 15. Other than the Tender Offer Increase, all of the terms of the previously announced Tender Offers remain unchanged. Capitalized terms used but not defined in this press release have the meanings given to them in the Offer to Purchase. The aggregate principal amount of the 4.000% Senior Notes due 2029 issued by STBV that was validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on May 29, 2026 was $553,580,000. Accordingly, tenders of STBV 2029 Notes, considered alone, exceeded the Increased Maximum Tender Offer Amount for the Tender Offers. STBV expects to accept for purchase STBV 2029 Notes having an aggregate purchase price approximately equal to the Increased Maximum Tender Offer Amount of $400,000,000, which STBV 2029 Notes, at the purchase price of $985 per $1,000 of principal amount, have an aggregate principal amount of approximately $406,091,000. The amount of STBV 2029 Notes expected to be accepted for purchase was determined in accordance with the terms and conditions of the Offer to Purchase. Under the terms of the Offer to Purchase, the STBV 2029 Notes had Acceptance Level Priority 1. STBV expects to elect to exercise its right to make payment on June 2, 2026 for the STBV 2029 Notes that were validly tendered and not validly withdrawn prior to or at the Early Tender Deadline and that are accepted for purchase.
