Diodes Incorporated Announces Proposed Private Placement of $325 Million of Convertible Senior Notes
Diodes Incorporated (“Diodes”) (Nasdaq: DIOD), today announced it intends to offer, subject to market conditions and other factors, $325 million aggregate principal amount of Convertible Senior Notes due 2031 (the “notes”) in a private placement (the “offering”) only to persons reasonably believed to be “qualified institutional buyers” pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Diodes also intends to grant the initial purchasers of the notes an option to purchase, during a 13-day period beginning on, and including, the date on which the notes are first issued, up to an additional $50 million aggregate principal amount of the notes.
Diodes expects to use a portion of the net proceeds from the offering to pay the cost of the capped call transactions described below, to repurchase up to $35 million of shares of its common stock concurrently with the pricing of the offering in privately negotiated transactions effected with or through one of the initial purchasers or one or more of their affiliates, and for general corporate purposes, including potential future acquisitions. If the initial purchasers exercise their option to purchase additional notes, Diodes expects to use a portion of the net proceeds from the sale of the additional notes to enter into additional capped call transactions with the option counterparties (as defined below).









