Apr 29, 2010
The Notes will be issued by Seagate HDD Cayman, an indirect wholly-owned subsidiary of Seagate Technology, and guaranteed by Seagate Technology on a full and unconditional basis. Following the completion of Seagate’s pending redomiciliation, following which Seagate Technology plc will become the ultimate parent of the Seagate corporate family, Seagate Technology may, at its option, be released from its guarantee of the Notes, provided that Seagate Technology plc concurrently agrees to guarantee the Notes on a full and unconditional basis.
The Notes are being sold in a private placement to qualified institutional buyers pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The sale of the Notes is expected to close on May 13, 2010, subject to customary closing conditions.
Seagate estimates that the net proceeds from the offering will be approximately $586 million after deducting discounts and estimated offering expenses.
Seagate intends to use the net proceeds from the offering of the Notes for the redemption, repayment or repurchase of a portion of its outstanding indebtedness and for general corporate purposes.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes nor shall there be any sale of the Notes in any state in which such offer, solicitation or sale would be unlawful. The Notes to be offered have not been registered under the Securities Act, or applicable state securities laws, and may not be offered or sold in the United States absent registration or pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
Seagate is the worldwide leader in hard disk drives and storage solutions. Learn more at http://www.seagate.com.
© 2010 Seagate Technology LLC. All rights reserved. Seagate, Seagate Technology and the Wave logo are trademarks or registered trademarks of Seagate Technology LLC or its affiliates in the United States and/or other countries.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements related to the proposed offering of the Notes and the anticipated use of proceeds therefrom. These forward-looking statements are based on information available to Seagate as of the date of this press release. Current expectations, forecasts and assumptions involve a number of risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. Such risks and uncertainties include a variety of factors, some of which are beyond Seagate’s control. In particular, such risks and uncertainties include the impact of conditions in the credit markets generally and, in particular, for companies in the markets in which Seagate operates, and uncertainty in global economic conditions, which pose a risk to the overall economy as consumers and businesses may defer purchases in response to tighter credit and negative financial news. Information concerning additional factors that could cause results to differ materially from those projected in the forward-looking statements is contained in Seagate’s Quarterly Report on Form 10-Q as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 1, 2010 and Seagate’s Annual Report on Form 10-K as filed with the SEC on August 19, 2009. These forward-looking statements should not be relied upon as representing Seagate’s views as of any subsequent date and Seagate undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.