Molex Announces Results of Tender Offer for 3.900% Senior Notes due 2025

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Mar 07, 2024, 08:00 ET

LISLE, Ill., March 7, 2024 /PRNewswire/ -- Molex Electronic Technologies, LLC ("Molex" or the "Issuer") announced today the results of the previously announced cash tender offer for any and all of the Issuer's outstanding 3.900% Senior Notes due 2025 (Rule 144A CUSIP No.: 60856BAC8; Regulation S CUSIP No.: U60791AB3) (the "Notes"), on the terms and subject to the conditions set forth in the Offer to Purchase, dated February 29, 2024 (as it may be amended or supplemented from time to time, the "Offer to Purchase"), and the related Notice of Guaranteed Delivery attached to the Offer to Purchase (the "Notice of Guaranteed Delivery"). The tender offer is referred to herein as the "Offer." The Offer to Purchase and the Notice of Guaranteed Delivery are referred to herein collectively as the "Offer Documents." As of the expiration of the Offer at 5:00 p.m., New York City time, on March 6, 2024 (the "Expiration Time"), $86,399,000, or 17.28%, of the $500,000,000 aggregate principal amount of the Notes had been validly tendered and delivered (and not validly withdrawn), excluding $500,000 aggregate principal amount of Notes tendered pursuant to a Notice of Guaranteed Delivery, in the Offer at or prior to the Expiration Time. Payment for the Notes purchased pursuant to the Offer is intended to be made on or around March 7, 2024 (the "Settlement Date"), and payment for the Notes tendered pursuant to a Notice of Guaranteed Delivery and purchased pursuant to the Offer is intended to be made on or around March 11, 2024 (the "Guaranteed Delivery Settlement Date").

The "Tender Offer Consideration" will be $977.94 for each $1,000 principal amount of Notes, plus accrued and unpaid interest, if any, up to, but not including, the Settlement Date, payable on the Settlement Date or the Guaranteed Delivery Settlement Date, as applicable.

SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC acted as the dealer managers for the Offer.

This press release shall not constitute an offer to buy or a solicitation of an offer to sell any Notes. The Offer was made solely pursuant to the Offer Documents. The Offer was not made to holders of Notes in any jurisdiction in which the making or acceptance thereof would be unlawful under the securities laws of any such state or jurisdiction. In any state or jurisdiction in which the securities laws require the Offer to be made by a licensed broker or dealer, the Offer was deemed to be made on behalf of the Issuer by SMBC Nikko Securities America, Inc., Wells Fargo Securities, LLC or one or more registered brokers or dealers that are licensed under the laws of such state or jurisdiction.

About Molex

Molex is a global electronics leader committed to making the world a better, more connected place. With a presence in more than 40 countries, Molex enables transformative technology innovation in the automotive, healthcare, 5G, cloud and consumer device industries. Through trusted customer and industry relationships, unrivaled engineering expertise, and product quality and reliability, Molex realizes the infinite potential of Creating Connections for Life.

Forward-Looking Information

This press release may contain "forward-looking" statements within the meaning of the federal securities laws of the United States that are based on Molex's current expectations, estimates and projections about future events and financial trends affecting Molex. Forward-looking statements can be identified by the use of words such as "anticipate," "believe," "could," "estimate," "expect," "forecast," "may," "plan," "should," "will" or similar expressions. Forward-looking statements are inherently subject to risks and uncertainties, many of which Molex cannot predict with accuracy and some of which Molex might not even anticipate. Although Molex believes that the expectations, estimates and projections reflected in such forward-looking statements are based on reasonable assumptions at the time made, Molex can give no assurance that these expectations, estimates and projections will be achieved. Future events and actual results may differ materially from those discussed in the forward-looking statements and Molex undertakes no obligation to update or supplement any forward-looking statements.

The areas of risk that may affect these expectations, estimates and projections include, but are not limited to: the settlement of the Offer; prolonged economic downturn or economic uncertainty; loss of market share by customers or the significant reduction in revenue from large volume customers; pressure to reduce selling prices; volatility in prices of commodity materials; intense market competition; dependency on new products; challenges in manufacturing; industry consolidation; dependency on key employees and competition in hiring and retaining qualified employees; changes in other significant operating expenses; reliance on intellectual property rights; breach of information technology systems; decline in the market value of Molex's pension plans' investment portfolios; exposure to income tax rate fluctuations and additional tax liabilities; volatility of foreign currency exchange rates; adverse outcomes in litigation proceedings; and breach of covenants in the indentures governing Molex's senior notes.

SOURCE Molex Electronic Technologies, LLC