Analog Devices Announces Public Offering of Senior Notes
28 September 2021 - 3:03PM
Business Wire
Analog Devices, Inc. (Nasdaq: ADI) (the “Company”) today
announced that it is commencing an underwritten public offering
(the “offering”) of five tranches of senior notes, subject to
market conditions. The notes will bear interest at rates to be
determined at pricing. Morgan Stanley & Co. LLC, Citigroup
Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities
LLC and BNP Paribas Securities Corp. will act as joint book-running
managers for the offering.
The Company intends to use a portion of the net proceeds from
the offering to pay the purchase price for, and accrued and unpaid
interest on, any and all of the Company’s outstanding 2.500% Senior
Notes due December 2021 (the “2021 notes”), 2.875% Senior Notes due
June 2023 (the “June 2023 notes”), 3.125% Senior Notes due December
2023 (the “December 2023 notes”), 3.900% Senior Notes due December
2025 (the “2025 notes”), 4.500% Senior Notes due December 2036 (the
“2036 notes”) and 5.300% Senior Notes due December 2045 (the “2045
notes”) validly tendered (and not validly withdrawn) and accepted
for purchase pursuant to a cash tender offer announced separately
today (the “tender offer”), and to pay related fees and expenses in
connection with the tender offer. Completion of the offering is not
contingent upon completion of the tender offer. Completion of the
tender offer is contingent on completion of the offering. To the
extent all of the 2021 notes, the June 2023 notes, the December
2023 notes and the 2025 notes are not tendered and purchased in the
tender offer, the Company may, but is not obligated to, use a
portion of the net proceeds from the offering to redeem all or a
portion of the remaining 2021 notes, June 2023 notes, December 2023
notes and 2025 notes. Any remaining net proceeds not used for the
tender offer or related redemption will be used for general
corporate purposes, which may include repayment of some or all of
the amounts outstanding under the Company’s other indebtedness.
The notes are being offered pursuant to an effective
registration statement on Form S-3 that was previously filed with
the Securities and Exchange Commission. This press release does not
constitute an offer to sell or the solicitation of an offer to buy
any of the Company’s notes, nor shall there be any sale of the
notes in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of such jurisdiction. The offering will be made
only by means of a prospectus supplement and the accompanying base
prospectus.
Before you invest, you should read the prospectus supplement and
the accompanying base prospectus and other documents the Company
has filed with the SEC for more complete information about the
Company and this offering. Copies of the prospectus supplement
relating to this offering, when available, may be obtained by
contacting: Morgan Stanley & Co. LLC, Attn: Prospectus
Department, at 180 Varick Street, New York, New York 10014,
telephone (866) 718-1649 or email prospectus@morganstanley.com;
Citigroup Global Markets Inc., c/o Broadridge Financial Solutions,
at 1155 Long Island Avenue, Edgewood, NY 11717, telephone (800)
831-9146 or email prospectus@citi.com; BofA Securities, Inc., Attn:
Prospectus Department, at 200 North College Street, NC1-004-03-43,
Charlotte NC 28255-0001, telephone 1-800-294-1322 or email
dg.prospectus_requests@bofa.com; J.P. Morgan Securities LLC, Attn:
Investment Grade Syndicate Desk, at 383 Madison Avenue, New York,
NY 10179, telephone (212) 834-4533 or, BNP Paribas Securities
Corp., Attn: Debt Syndicate Desk, at 787 Seventh Avenue, New York,
NY 10019, telephone (800) 854-5674. An electronic copy of the
prospectus supplement, together with the accompanying base
prospectus, is also available on the United States Securities and
Exchange Commission (SEC) website, www.sec.gov.
Forward-Looking Statements: This press release contains
“forward-looking statements” within the meaning of the federal
securities laws. Forward-looking statements address a variety of
subjects, including, for example, whether the offering will be
completed, the anticipated use of net proceeds from the offering
and the outcome of the tender offer. Statements that are not
historical facts, including statements about the Company’s beliefs,
plans and expectations, are forward-looking statements. Such
statements are based on the Company’s current expectations and are
subject to a number of factors and uncertainties, which could cause
actual results to differ materially from those described in the
forward-looking statements. Forward-looking statements often
contain words such as “expect,” “anticipate,” “intend,” “plan,”
“believe,” “will,” “estimate,” “would,” “target” and similar
expressions, as well as variations or negatives of these words. The
following important factors and uncertainties, among others, could
cause actual results to differ materially from those described in
these forward-looking statements: the risks and uncertainties
related to market conditions and the risks and uncertainties
described in a registration statement on Form S-3 (File No.
333-259782) and a related prospectus and prospectus supplement
filed with the Securities and Exchange Commission on September 28,
2021. For additional information about other factors that could
cause actual results to differ materially from those described in
the forward-looking statements, please refer to the Company’s
periodic reports and other filings with the Securities and Exchange
Commission, including the risk factors contained in the Company’s
most recent Quarterly Reports on Form 10-Q and Annual Reports on
Form 10-K. Forward-looking statements represent management’s
current expectations and are inherently uncertain and are made only
as of the date hereof. Except as required by law, the Company does
not undertake or assume any obligation to update any
forward-looking statements, whether as a result of new information
or to reflect subsequent events or circumstances or otherwise.
About Analog Devices, Inc.
Analog Devices, Inc. (NASDAQ: ADI) operates at the center of the
modern digital economy, converting real-world phenomena into
actionable insight with its comprehensive suite of analog and mixed
signal, power management, radio frequency (RF), and digital and
sensor technologies. ADI serves 125,000 customers worldwide with
more than 75,000 products in the industrial, communications,
automotive, and consumer markets. ADI is headquartered in
Wilmington, MA.
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version on businesswire.com: https://www.businesswire.com/news/home/20210928005730/en/
Investor: Mr. Michael Lucarelli 781-461-3282
investor.relations@analog.com
Media: Ms. Brittany Stone 917-935-1456
Brittany.Stone@teneo.com
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