Integer Holdings Corporation Announces Intention to Issue Convertible Senior Notes
PLANO, Texas, March 12, 2025 – Integer Holdings Corporation (the “Company” or “Integer”), a leading provider of engineered products and services, today announced its plans to offer, subject to market and other conditions, $750.0 million aggregate principal amount of convertible senior notes due 2030 (the “Convertible Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain non-U.S. persons in offshore transactions in reliance on Regulation S under the Securities Act. The Company also intends to grant the initial purchasers an option to purchase up to an additional $112.5 million aggregate principal amount of Convertible Notes.
Details of the Offering
The Convertible Notes will be senior, unsecured obligations of the Company. The Convertible Notes will bear interest at a rate of 2.25% per annum, payable semi-annually in arrears. The Convertible Notes will mature on March 15, 2030, unless earlier repurchased or converted.
Conversion and Redemption
The Convertible Notes will be convertible into shares of the Company’s common stock at an initial conversion rate of 10.50 shares per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $95.24 per share. The initial conversion price will be adjustable upon the occurrence of certain events. The Company may not redeem the Convertible Notes prior to March 15, 2028.
Use of Proceeds
The Company intends to use the net proceeds from the offering of the Convertible Notes for general corporate purposes, which may include working capital, capital expenditures, potential acquisitions, and repayment or refinancing of debt.
Impact on Investors
The issuance of Convertible Notes by Integer Holdings Corporation could have several potential impacts on investors:
- Dilution: The conversion of Convertible Notes into common stock could result in additional shares outstanding, potentially diluting the value of existing shares.
- Interest Payments: Holders of Convertible Notes will receive regular interest payments, providing a steady income stream.
- Potential Capital Appreciation: If the stock price rises above the conversion price, investors can convert their notes into shares at a profit.
- Risk: Convertible Notes carry inherent risks, including the risk of potential dilution and the risk of interest payments being lower than dividends paid on common stock.
Impact on the World
The impact of the Convertible Notes offering on the world at large is less direct:
- Economic Activity: The offering may contribute to economic activity by providing additional funds for the Company to invest in its business and potentially create jobs.
- Financial Markets: The offering may affect interest rates and other financial market conditions, depending on market reaction to the issuance.
Conclusion
Integer Holdings Corporation’s announcement of its intention to offer Convertible Notes represents an important financing move for the company. The offering, subject to market and other conditions, could have significant impacts on investors and the broader financial markets. As with any investment, it’s essential for interested parties to carefully consider the risks and potential rewards before making a decision. Stay informed and stay invested.
