Alcatel-Lucent Offering Convertible Bonds

Ilustrasi (Dok)

PARIS (IndoTelko)  - Alcatel-Lucent announces that it has launched today an offering of bonds convertible into and/or exchangeable for new and/or existing shares  in two tranches.

The first tranche of an initial nominal amount of approximately EUR 600 million maturing on 30 January 2019 (the 2019 Bonds) and the second tranche of an initial nominal amount of approximately EUR 400 million maturing on 30 January 2020 (the 2020 Bonds).

The 2019 Bonds issuance may be increased by 10% to reach an aggregate maximum nominal amount of approximately EUR 660 million and the 2020 Bonds issuance may be increased by 10% to reach an aggregate maximum nominal amount of approximately EUR 440 million, if these over-allotment options granted to the Joint Global Coordinators and Joint Bookrunners are exercised in full at the latest on 5 June 2014.

The total proceeds of the issuance will be used to enable the partial or full reimbursement of the Senior Secured Credit Facility of an initial principal amount of $1,750 million entered into by Alcatel-Lucent USA Inc. and secured by various first priority pledges, which could be released if the aforementioned credit is reimbursed in totality.

The purpose of the issuance is also to contribute to the extension of debt maturity and to reduce, if market conditions allow, the cost of indebtedness, particularly the amount of interest paid.

If the proceeds of the issuance are not sufficient to reimburse the entire Senior Secured Credit Facility, the residual amount may possibly be reimbursed by using the Group’s available cash or by raising additional financing in the capital markets.

The Company plans to reimburse the Senior Secured Credit Facility starting on August 19, 2014, as any optional reimbursement made before August 18, 2014 using the proceeds from the issuance of convertible bonds shall be carried out at 101% of the par value. However, the Company reserves the right to make this reimbursement before August 18, 2014.

The par value of each Bond will correspond to an issue premium between 35% and 40% for the 2019 Bonds and between 32% and 37% for the 2020 Bonds over Alcatel-Lucent’s reference share price1 on the regulated market of Euronext in Paris.

The conversion / exchange ratio of each Bond will be one new or existing Alcatel-Lucent share per Bond, subject to potential adjustments.

The 2019 Bonds will not bear interest. The 2020 Bonds will bear interest at an annual rate of between 0.00% and 0.25%, payable semi-annually in arrears on 30 January and 30 July of each year, commencing 30 January 2015 (or the following business day if such date is not a business day).

For theamount of interest that will be payable for each 2020 Bond, on 30 January 2015 (or on the following business day if such date is not a business day), will be calculated prorata temporis.

The 2019 Bonds will be issued at par on 10 June 2014 and will be redeemed at par on 30 January 2019. The 2020 Bonds will be issued at par on 10 June 2014 and will be redeemed at par on 30 January 2020. At the option of Alcatel-Lucent, the Bonds may be subject to an early redemption under certain conditions.

The determination of the respective final terms of the issuance of the 2019 Bonds and the issuance of 2020 Bonds is expected on 2 June 2014.

The Bonds will only be subject to a private placement in France and outside France (but not in the United States of America, Canada, Australia or Japan) to persons referred to in article L. 411-2-II of the French Monetary and Financial Code (Code monétaire et financier), without a public offering in any country (including France).(es)