SANTA ROSA, Calif.--(BUSINESS WIRE)--
Keysight Technologies, Inc. (NYSE: KEYS) today announced that it has
commenced an offer to exchange new registered notes for the outstanding
unregistered notes that it issued in October 2014 in a private placement
pursuant to Rule 144A and Regulation S under the Securities Act of 1933,
as amended (the “Securities Act”).
Under the exchange offer, Keysight is offering to exchange (the
“Exchange Offer”) up to (i) $500 million aggregate principal amount of
its newly issued 3.300% Senior Notes due 2019 (the “2019 Exchange
Notes”) that have been registered under the Securities Act for a like
principal amount of its outstanding $500 million unregistered 3.300%
Senior Notes due 2019 and (ii) $600 million aggregate principal amount
of its newly issued 4.550% Senior Notes due 2024 (the “2024 Exchange
Notes” and, together with the 2019 Exchange Notes, the “Exchange Notes”)
that have been registered under the Securities Act for a like principal
amount of its outstanding $600 million unregistered 4.550% Senior Notes
due 2024. Keysight will not receive any proceeds from the issuance of
the Exchange Notes. The Exchange Offer will not affect Keysight’s
outstanding debt levels, as Exchange Notes will only be issued upon
cancellation of a like principal amount of the corresponding series of
unregistered notes. The sole purpose of the Exchange Offer is to fulfill
Keysight’s obligations under the registration rights agreement entered
into with holders of the unregistered notes in connection with the
October 2014 offering.
The Exchange Offer will expire at 11:59 p.m. New York City time on
November 20, 2015, unless otherwise extended (such date and time, as
they may be extended, the “Expiration Date”). The settlement date for
the Exchange Offer will occur promptly following the Expiration Date.
The Exchange Offer is made only pursuant to Keysight’s prospectus dated
October 23, 2015, which has been filed with the United States Securities
and Exchange Commission. Keysight has not authorized any person to
provide information other than as set forth in the prospectus.
Copies of the exchange offer prospectus and related materials may be
obtained from the exchange agent for the Exchange Offer, U.S. Bank
National Association, by emailing or faxing a request to cts.specfinance@usbank.com
or (651) 466-7367 (for Eligible Institutions only) or by mailing or
delivering a request to U.S. Bank National Association, Attention:
Corporate Actions, 111 Fillmore Avenue, St. Paul, MN 55107-1402.
This press release is for informational purposes only and is neither an
offer to buy, nor a solicitation of an offer to sell, the Exchange Notes
or any other securities, and shall not constitute an offer, solicitation
or sale in any state or jurisdiction in which such offer, solicitation
or sale would be unlawful.
About Keysight Technologies
Keysight Technologies (NYSE:KEYS) is a global electronic measurement
technology and market leader helping to transform its customers’
measurement experience through innovations in wireless, modular, and
software solutions. Keysight’s electronic measurement instruments,
systems, software and services are used in the design, development,
manufacture, installation, deployment and operation of electronic
equipment. The business had revenues of $2.9 billion in fiscal year
2014. Information about Keysight is available at www.keysight.com.
Forward-Looking Statements: All statements in this press release
other than statements of historical fact are "forward-looking
statements" for purposes of federal and state securities laws, including
statements relating to the future exchange offer. Actual results could
differ materially from those projected or assumed in any of our
forward-looking statements. Important factors that could cause actual
results to differ materially from our forward-looking statements are set
forth in our quarterly report on Form 10-Q for the fiscal quarter ended
July 31, 2015, and our other reports filed with the U.S. Securities and
Exchange Commission. Keysight does not intend, and undertakes no
obligation, to update any forward-looking statements.
Additional information about Keysight Technologies is available in the
newsroom at www.keysight.com/go/news.
Source: IR-KEYS
View source version on businesswire.com: http://www.businesswire.com/news/home/20151023005944/en/
Source: Keysight Technologies, Inc.