CEVA Group Plc (“CEVA” or the “Company”) announced today the successful completion its previously announced private offer to exchange (the “Exchange Offer”) and related consent solicitation (the “Consent Solicitation”) for its 4.00% First Lien Senior Secured Notes due 2018 (the “Existing Notes”).
The Company accepted for exchange in the Exchange Offer an aggregate principal amount of $346,124,633 of Existing Notes that had been validly tendered (and not validly withdrawn) as of 11:59 p.m., New York City time, on April 4, 2017. The Company issued $375,530,636 aggregate principal amount of its new 9.0% First Lien Senior Secured Notes due 2020 (the “New Notes”), which represents an aggregate principal amount of $359,441,511 of New Notes issued in connection with the Exchange Offer plus an aggregate principal amount of $16,089,125 of New Notes issued pursuant to agreements between the Company and certain holders of CEVA’s outstanding 12.75% senior notes due 2020, pursuant to which CEVA agreed to privately exchange such outstanding senior notes for a like principal amount of the New Notes concurrently with, and conditioned upon, the Exchange Offer.
The Exchange Offer and Consent Solicitation were subject to certain conditions, including the receipt of the consents of holders of at least a majority of the outstanding aggregate principal amount of the Existing Notes to the proposed amendments (the “Proposed Amendments”) to the indenture governing the Existing Notes (the “Existing Notes Indenture”). All of the conditions to the Exchange Offer and Consent Solicitation have been satisfied or waived by the Company. The Proposed Amendments were implemented in the supplemental indenture with respect to the Existing Notes Indenture (the “Supplemental Indenture”) and the Supplemental Indenture became operative upon the completion of the Exchange Offer.
