II-VI Incorporated Commences Concurrent Underwritten Public Offerings of Common Stock and Series A Mandatory Convertible Preferred Stock

Strategic Insights -

II-VI Incorporated, a global leader in engineered materials and optoelectronic components, has initiated concurrent underwritten public offerings of $350.0 million of newly issued shares of its common stock and $400.0 million aggregate liquidation preference of a newly established Series A Mandatory Convertible Preferred Stock. The offerings are subject to market and other conditions, and the completion of one offering is not contingent on the completion of the other. The net proceeds from these offerings will be used to repay borrowings under the Company's existing credit agreement and to develop, enhance, invest in or acquire related, emerging or complementary technologies, products, or businesses.

Key Takeaways:

  • The Company has commenced concurrent underwritten public offerings of $350.0 million of common stock and $400.0 million of Series A Mandatory Convertible Preferred Stock.
  • The offerings are subject to market and other conditions, and the completion of one offering is not contingent on the completion of the other.
  • BofA Securities, J.P. Morgan, and Citigroup are acting as joint book-running managers for each offering.
  • The net proceeds from these offerings will be used to repay $714.6 million of borrowings under the Company's existing credit agreement.
  • The remainder of the net proceeds will be used to develop, enhance, invest in or acquire related, emerging or complementary technologies, products, or businesses.
  • The offerings will be made pursuant to an automatic shelf registration statement filed with the SEC on June 30, 2020.
  • The common stock offering will be made pursuant to a preliminary prospectus supplement related to the common stock offering, and the preferred stock offering will be made pursuant to a separate preliminary prospectus supplement related to the preferred stock offering.
  • II-VI Incorporated is a vertically integrated manufacturing company that develops innovative products for diversified applications in communications, materials processing, aerospace & defense, and other markets.

Statistics:

  • $350.0 million of newly issued shares of common stock are being offered.
  • $400.0 million aggregate liquidation preference of Series A Mandatory Convertible Preferred Stock is being offered.
  • The net proceeds from these offerings will be used to repay $714.6 million of borrowings under the Company's existing credit agreement.
  • The offerings are subject to market and other conditions, and the completion of one offering is not contingent on the completion of the other.

Sources:

  • "II-VI Incorporated Commences Concurrent Underwritten Public Offerings of Common Stock and Series A Mandatory Convertible Preferred Stock," GlobeNewswire via COMTEX, June 30, 2020
  • SEC filing, "Form 10-K," II-VI Incorporated, June 30, 2019
  • SEC filing, "Form 10-Q," II-VI Incorporated, September 30, 2019
  • SEC filing, "Form 10-Q," II-VI Incorporated, December 31, 2019
  • SEC filing, "Form 10-Q," II-VI Incorporated, March 31, 2019
  • Preliminary prospectus supplement filed with the SEC on June 30, 2020 in respect of the common stock offering
  • Preliminary prospectus supplement filed with the SEC on June 30, 2020 in respect of the preferred stock offering