BROOKFIELD, Conn.--(BUSINESS WIRE)--
Photronics,
Inc. (NASDAQ:PLAB), a worldwide leader in supplying innovative
imaging technology solutions for the global electronics industry, today
announced that it intends to offer, subject to market and other
considerations, $100,000,000 aggregate principal amount of convertible
senior notes maturing in 2016. In connection with this offering,
Photronics intends to grant the initial purchasers an option to purchase
up to an additional $15,000,000 aggregate principal amount of
convertible senior notes to cover over-allotments. The convertible
senior notes will be convertible into shares of Photronics common stock.
The interest rate, conversion price and other terms of the convertible
senior notes will be determined by negotiations between Photronics and
the initial purchasers.
Substantially concurrent with this offering, Photronics intends to
acquire up to $30 million aggregate principal amount of its outstanding
5.50% convertible senior notes due 2014 in individually negotiated
transactions, by delivering cash and/or shares of its common stock as
consideration. In addition, following this offering the Company intends
to repay up to $23 million of other outstanding higher interest bearing
debt. The Company intends to use the remaining net proceeds to acquire
from time to time additional 2014 notes in the open market and for
general corporate purposes, which may include, among other things,
working capital and capital expenditures.
The notes and the shares into which the notes will be convertible have
not been registered under the Securities Act of 1933, as amended, or
applicable state securities laws, and will be offered only to qualified
institutional buyers in reliance on Rule 144A under the Securities Act.
Unless so registered, the notes may not be offered or sold in the United
States except pursuant to an exemption from the registration
requirements of the Securities Act and applicable state securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of the
notes or the common stock into which the notes will be convertible in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such jurisdiction.
The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for forward-looking statements made by or on behalf of Photronics,
Inc. and its subsidiaries (the Company). The forward-looking
statements contained in this press release and other parts of
Photronics' web site involve risks and uncertainties that may affect the
Company's operations, markets, products, services, prices, and other
factors. These risks and uncertainties relate principally to what the
terms of the offering will be and whether the offering will be completed.
Photronics, Inc.
Sean T. Smith, 203-775-9000
Senior Vice
President
Chief Financial Officer
ssmith@photronics.com
Source: Photronics, Inc.
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