Summary
This 8-K filing from II-VI Incorporated (COHR) details the outcome of the conversion and repurchase options for Finisar Corporation's 0.50% Convertible Senior Notes due 2036 following II-VI's acquisition of Finisar. The acquisition, completed on September 24, 2019, triggered a 'Fundamental Change' and 'Make-Whole Fundamental Change' as defined in the Finisar Indenture, granting noteholders specific rights. Approximately $560.1 million principal amount of Finisar Notes were repurchased by Finisar for cash consideration of about $561.1 million on October 23, 2019. Notably, no noteholders opted to convert their notes into cash and/or shares of II-VI's common stock. As a result, about $14.9 million of the Finisar Notes remain outstanding, with specific redemption and repurchase rights for holders on future dates.
Key Highlights
- 1II-VI Incorporated's acquisition of Finisar triggered repurchase and conversion rights for Finisar's 0.50% Convertible Senior Notes due 2036.
- 2Approximately $560.1 million in principal amount of Finisar Notes were repurchased.
- 3Finisar paid approximately $561.1 million in cash to repurchase these notes on October 23, 2019.
- 4No holders of Finisar Notes exercised their right to convert the notes.
- 5Approximately $14.9 million in aggregate principal amount of Finisar Notes remain outstanding.
- 6The remaining Finisar Notes have specified redemption and repurchase dates in 2021, 2026, and 2031, with a maturity date of December 15, 2036.
- 7The Chief Financial Officer and Treasurer of II-VI Incorporated signed the filing.