Comverse Technology Announces Private Placement Of $500 Million 1.50% Senior Convertible Debentures.Business Editors WOODBURY, N.Y.--(BUSINESS WIRE)--Nov. 17, 2000 Comverse Technology Comverse Technology, Inc. (Pink Sheets: CMVT) is an American Technology company located in Woodbury, New York, which develops and markets telecommunications software. Founded in 1982, the company focuses on providing services to third party telecommunication service providers. , Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on : CMVT CMVT Converse Technology ) announced the private placement, to certain institutional investors, of $500 million principal amount of its 1.50% senior convertible debentures due 2005. The debentures are convertible, at the option of the holder, into shares of Common Stock at a conversion price of $116.325. Comverse intends to use the proceeds of this offering for general corporate purposes, including possible investments in, or acquisitions of, other companies, businesses, technologies or product lines. The company expects the debentures to be anti-dilutive to earnings per share for the remainder of fiscal 2000, ending January 31, 2001, and at least through the end of fiscal 2001, ending January 31, 2002. Comverse will have a call option, pursuant to which it may redeem the Debentures, in part or in whole, on or after December 1, 2003, in accordance with conditions specified in the offering memorandum Offering Memorandum A legal document stating the objectives, risks, and terms of investment involved with a private placement. Notes: The private placement of hedge funds necessitates the issue of memorandums. . Comverse has granted the initial purchasers a 30-day over-allotment option to purchase up to an additional $100 million of the Debentures. The offering has been made by means of an offering memorandum to qualified institutional investors qualified institutional investor An institutional investor that is permitted by the Securities and Exchange Commission to trade private placement securities without registering the securities with the SEC. pursuant to Rule 144A Rule 144A A Securities & Exchange Commission rule modifying a two-year holding period requirement on privately placed securities to permit qualified institutional buyers to trade these positions among themselves. and non-U.S. persons pursuant to Regulation S under the Securities Act of 1933.= This press release shall not constitute an offer to sell or the solicitation of an offer to buy the debentures. The securities offered will not be and have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. absent registration or an applicable exemption from the registration requirements. Statements in this news release which relate to the future are subject to risk factors and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements. Additional information regarding these and other risk factors and uncertainties may be found in the company's filings with the Securities and Exchange Commission. |
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