Tuesday June 23, 9:07 am Eastern Time Company Press Release MRV Agrees to Sell $100 Million of its 5 Percent Convertible Subordinated Notes CHATSWORTH, Calif.--(BUSINESS WIRE)--June 23, 1998--MRV Communications Inc. (Nasdaq/NM:MRVC - news) Tuesday announced that it has entered into an agreement to sell $100 million of its 5 percent convertible subordinated notes due 2003 in a 144A Private Placement within the United States to qualified institutional investors, and outside the United States to non-U.S. investors.
The offering is expected to close on June 26, 1998. The company has granted the initial purchasers a 30-day option to purchase an additional $15 million of notes to cover overallotments, if any.
The notes will be convertible into common stock of the company at a conversion price of $27.0475 per share (equivalent to a conversion rate of approximately 36.97 shares per $1,000 principal amount of notes), representing an initial conversion premium of 24 percent, for a total of approximately 2.70 million shares of common stock of the company (3.11 million shares if the initial purchasers' overallotment option is exercised in full).
The notes have a five-year term and will not be callable for the first three years.
This announcement is neither an offer to sell nor a solicitation to buy any of these securities.
The securities to be offered will not be registered under the Securities Act of 1933, as amended (the ''Securities Act''), or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
-------------------------------------------------------------------------------- Contact: MRV Communications Inc. Noam Lotan or Edmund Glazer, 818/886-MRVC (818/886-6782)
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