Sensata Technologies accepts early tenders for $13 million 8% notes and €37.58 million 9% notes

By Jennifer Chiou

New York, May 12 - Sensata Technologies BV said it accepted tenders for the $13,007,000 of its $201,181,000 of 8% senior notes due 2014 and the €37,578,000 of its €177,115,000 of 9% senior subordinated notes due 2016 tendered by 5 p.m. ET on May 11, the early deadline.

The company paid $1,022.50 per $1,000 principal amount of 8% notes and €1,048.75 per €1,000 principal amount of 9% notes, including a consent payment of $30.00 or €30.00 for each note tendered by the consent deadline, plus accrued interest.

According to a prior news release from parent Sensata Technologies Holding NV, the tender offers and consent solicitations are no longer conditioned on the receipt of the consents of holders of at least a majority of both series of notes and the execution of the supplemental indentures giving effect to the proposed amendments.

The offers are still, however, conditioned on the receipt of proceeds from the company's proposed notes offering as well as the completion of the new credit facility.

As reported at the end of April, 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 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 notes. Holders who tender must provide consents, and holders may not deliver consents without tendering notes.

The company will also pay accrued interest up to but excluding the settlement date.

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

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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