Seagate Announces Redemption of Exchangeable Notes
Seagate Technology Holdings plc (NASDAQ: STX) (“Seagate” or “Company”) and Seagate HDD Cayman, a subsidiary of Seagate (“Seagate HDD”), today announced that Seagate HDD has issued a notice to holders of Seagate HDD’s 3.50% Exchangeable Senior Notes due 2028 (the “notes”) calling for redemption (the “redemption”) of all outstanding notes.
On September 8, 2026 (the “redemption date”), all then-outstanding notes that are called for redemption and have not been submitted for exchange will be redeemed for cash at a price (the “redemption price”) equal to the principal amount of such notes plus accrued and unpaid interest on such notes to, but excluding, the redemption date. On the redemption date, the redemption price will become due and payable upon each note to be redeemed and interest thereon will cease to accrue on and after the redemption date (unless Seagate HDD fails to pay the redemption price due on the redemption date in full, in which case interest thereon will continue to accrue until such time as Seagate HDD pays such redemption price in full).
The notes may be exchanged by holders at any time before 5:00 p.m. (New York City time) on September 3, 2026 (the “exchange deadline”) (or, if Seagate HDD fails to pay the redemption price due on the redemption date in full, at any time until such time as Seagate HDD pays such redemption price in full). The exchange rate for notes exchanged after today and through the exchange deadline is currently equal to 12.1363 ordinary shares of Seagate, par value $0.00001 per share (the “ordinary shares”), per $1,000 principal amount of the notes, and will be adjusted on June 25, 2026 as a result of the Company’s previously announced dividend of $0.74 per ordinary share pursuant to Section 7.05(d) of the indenture governing the notes, dated as of September 13, 2023 among Seagate HDD, the Company, Seagate Technology Unlimited Company and Computershare Trust Company, National Association, as trustee. The principal amount of any notes submitted for exchange shall be paid in cash, and Seagate HDD has elected to settle the remainder of its exchange obligations in excess of the principal amount for notes exchanged after today and through the exchange deadline by delivering ordinary shares, together with cash, if applicable, in lieu of delivering any fractional ordinary shares.
