By Stephanie N. Rotondo
Portland, Ore., July 10 - GSI Group Inc. will privately place $210 million of five-year mezzanine notes to help fund the acquisition of Excel Technology Inc. announced Thursday.
In a conference call held Thursday morning, GSI management said the external financing would consist of $210 million principal amount of five-year 11% senior unsecured mezzanine notes.
The notes include warrants, equivalent to $150 per $1,000 in debt.
The notes will be 50% pre-payable after one year and 100% pre-payable after three years, with no penalty.
UBS is the placement agent.
GSI will tender for Excel's outstanding shares at $32 per share. Any stock not tendered for will be purchased in a second merger step for the same price. The total price of the buyout is approximately $360 million.
Other funding for the all-cash transaction will come from cash on hand.
GSI is a Bedford, Mass.-based supplier of precision technologies and semiconductor systems. Excel is an East Setauket, N.Y.-based manufacturer of photonics-based solutions.
| Issuer: | GSI Group Inc.
|
| Issue: | Senior unsecured mezzanine notes
|
| Amount: | $210 million
|
| Maturity: | 2013
|
| Coupon: | 11%
|
| Features: | $150 per $1,000 in debt
|
| Call: | 50% pre-payable in one year, 100% pre-payable in 3 years, at par
|
| Placement agent: | UBS Investment Bank
|
| Announcement date: | July 10
|
| Distribution: | Private placement
|
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