Teleflex agrees to swap $91.7 million of 3.875% notes for cash, stock

By Marisa Wong

Morgantown, W.Va., Dec. 15 – Teleflex Inc. said it entered into separate, privately negotiated agreements with some holders of its 3.875% convertible senior subordinated notes due 2017 to exchange a total of $91.7 million of the notes.

The notes will be exchanged for (i) cash in an amount equal to $1,000 per $1,000 principal amount, (ii) a number of shares of Teleflex common stock equal to the amount of the conversion value in excess of the principal amount calculated over an averaging period, (iii) inducement payments to be paid in shares of Teleflex common stock and (iv) cash in an amount equal to accrued and unpaid interest.

Teleflex intends to pay the exchange consideration using borrowings under its revolving credit agreement.

Following the exchanges, which are expected to close on Jan. 5, $44.3 million of the notes will remain outstanding. The company said it will have exchanged or converted $355.7 million of the notes to date.

In connection with the planned exchange, Teleflex entered into agreements with dealers under some convertible note hedge transactions related to the notes to unwind a corresponding portion of those transactions. Teleflex also entered into agreements with these dealer counterparties to unwind some warrant transactions.

Teleflex is a Wayne, Pa.-based medical technology company.

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