Sensata begins tenders offers, consent solicitations for 8%, 9% notes

By Angela McDaniels

Tacoma, Wash., April 29 - Sensata Technologies BV began tender offers for its $201,181,000 of 8% senior notes due 2014 and €177,115,000 of 9% senior subordinated notes due 2016, according to a news release from parent company Sensata Technologies Holding NV.

The tender offers are part of a series of financing transactions designed to refinance substantially all of the company's debt. These transactions include an up to $600 million offering of new senior notes and a new senior secured credit facility that includes an up to $1.2 billion term loan and an up to $250 million revolving credit facility.

The proceeds from the new credit facility and the new notes as well as cash on hand will be used to fund the tender offers and to repay the company's existing term loans.

The company is also soliciting the consents of the noteholders to proposed amendments to the indentures governing the notes. The proposed amendments would eliminate substantially all of the restrictive covenants, eliminate or modify some events of default and eliminate or modify related provisions.

In order to amend a series of notes, consents are needed from the holders of at least a majority of the outstanding principal amount of that series. Holders who tender must provide consents, and holders may not deliver consents without tendering notes.

The purchase price is $1,022.50 per $1,000 principal amount of 8% notes and €1,048.75 per €1,000 principal amount of 9% notes. These amounts include a consent payment of $30.00 or €30.00 for each note tendered by 5 p.m. ET on May 11, the consent date.

The company will also pay accrued interest up to but excluding the settlement date, which it expects will be May 12 for notes tendered by the consent date and May 26 for notes tendered after that time.

Each tender offer will expire at 11:59 p.m. ET on May 25.

The tender offers and consent solicitations are conditioned on the receipt of proceeds from the proposed notes offering, the completion of the new credit facility, the receipt of the consents of holders of at least a majority of the outstanding principal amount of both series of notes and the execution of the supplemental indentures giving effect to the proposed amendments.

The dealer managers and solicitation agents are Barclays Capital Inc. (800 438-3242 or 212 528-7581) and Morgan Stanley & Co. Inc. (800 624-1808 or 212 761-1057). Global Bondholder Services Corp. (866 952-2200 or, for banks and brokers, 212 430-3774) is the information agent and depositary for dollar notes and Lucid Issuer Services Ltd. (44 20 7704-0880) for euro notes.

Sensata supplies sensing, electrical protection, control and power management solutions and is based in Almelo, the Netherlands.

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