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Published on 5/16/2006 in the Prospect News Convertibles Daily.

Lear tenders for zero-coupon convertibles due 2022

By Jennifer Chiou

New York, May 16 - Lear Corp. announced the launch of a cash tender offer for any and all of its zero-coupon convertible senior notes due 2022.

The offer ends at midnight ET on June 13.

Lear said it will pay $475.00 per $1,000 principal amount at maturity of notes.

Assuming that all notes are tendered, the company said it will pay about $304 million, using a portion of the proceeds of its new term loan facility.

Lear added that it is soliciting the consents for proposed amendments to the note indenture to eliminate certain restrictive covenants in the indenture.

The offer is conditioned upon consents from holders of a majority of the convertibles.

Merrill Lynch, Pierce, Fenner & Smith Inc. is dealer manager and solicitation agent (888 654-8637 or call collect 212 449-4914).

Global Bondholder Services Corp. is the information agent and the depositary (866 857-2200 or call collect 212 430-3774).

Based in Southfield, Mich., Lear is a supplier of automotive interior systems and components.


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