HP announces almost full participation in Plantronics exchange offer

Chicago, July 19 – HP Inc. announced that nearly all noteholders of the $500 million outstanding 4¾% senior notes due March 1, 2029 (Cusips: 727493AC2, U7260PAB7) issued by Plantronics Inc. participated in the exchange offer by the extended early deadline after the offer had been modified.

By the 5 p.m. ET July 18 extended early deadline, tenders had been received for $490,506,000 principal amount of notes.

The early participation premium has been extended to the remaining noteholders until the final expiration time at 11:59 p.m. ET on Aug. 1, according to a press release.

Tendering noteholders are receiving $1,000 principal amount of notes issued by HP with a 4¾% coupon and a 2029 maturity date.

Previously, only noteholders who tendered their notes by the early deadline received the full consideration, which included $30 of new notes that would not have been included otherwise.

Additionally, tendering noteholders were deemed to have given consent in the related consent solicitation.

Modified at an earlier date, the aggregate consent payment to all consenting noteholders will be $8 million, to be shared by all such consenting holders.

Based on the tenders and consents received, noteholders will be receiving about $16.31 per $1,000 note as a consent payment.

The cash consent payment was originally $2.50 per $1,000 of notes.

The exchange offer is continuing, and noteholders may withdraw their tendered notes. However, the consent solicitation has ended, and noteholders may not revoke their consents.

Should a noteholder withdraw their tendered notes, they would still receive the consent payment.

Plantronics will be promptly executing the supplemental indenture. It should become operative upon settlement of the exchange offer, which is expected to occur promptly after the expiration date but not earlier than the closing date of the pending acquisition of Plantronics by HP, expected to be completed by the end of the calendar year 2022.

D.F. King & Co., Inc. is the exchange agent and information agent for the offer (888 605-1956, 212 269-5550, hp@dfking.com, www.dfking.com/hp).

Dealer managers for the exchange offer and the solicitation agents for the consent solicitation are Goldman Sachs & Co. LLC (212 357-1452, 800 828-3182) and Wells Fargo Securities, LLC (866 309-6316, 704 410-4756, liabilitymanagement@wellsfargo.com).

Plantronics is a Santa Cruz, Calif.-based electronics company. HP is a Palo Alto, Calif., technology company.

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