Corning Announces Convertible Debenture Offering.Business & Technology Editors CORNING, N.Y.--(BUSINESS WIRE)--Nov. 8, 2001 Corning Incorporated (NYSE NYSE See: New York Stock Exchange :GLW GLW Glasgow Airport (UK) GLW Gross Laden Weight GLW Good Lady Wife (Australia) ) announced today the completion of a public offering of $600 million aggregate principal amount of convertible debentures. These debentures will be due in November 2008, and will be issued under the company's existing $5 billion universal shelf registration statement, declared effective by the U.S. Securities and Exchange Commission in March 2001. In addition, Corning has granted the underwriters the option to purchase up to $90 million aggregate principal amount of additional debentures. The debentures pay an annual coupon rate Coupon rate In bonds, notes, or other fixed income securities, the stated percentage rate of interest, usually paid twice a year. of 3.50% and are initially convertible into approximately 71 million shares of Corning common stock at a conversion price of $9.68 per share, representing a conversion premium of 25% over today's closing stock price of $7.74 per share. Beginning in November 2004, the company has an option to redeem the debentures. Upon a change in control of the company, the debenture holder may require the company to repurchase these debentures. The senior unsecured convertible debentures will rank pari passu [Latin, By an equal progress; equably; ratably; without preference.] Used especially to describe creditors who, in marshalling assets, are entitled to receive out of the same fund without any precedence over each other. PARI PASSU. By the same gradation. with Corning's other senior, unsecured debt Unsecured debt Debt that does not identify specific assets that the debtholder is entitled to in case of default. obligations. The net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). from this offering will be used for general corporate purposes, including working capital requirements Capital requirements Financing required for the operation of a business, composed of long-term and working capital plus fixed assets. , normal, ongoing capital spending capital spending Spending for long-term assets such as factories, equipment, machinery, and buildings that permits the production of more goods and services in future years. and the possible funding of future acquisitions. The sole book running manager was Goldman, Sachs & Co. This represents a new financing by Corning. This offering is made by means of a prospectus supplement to a prospectus that is part of Corning's universal shelf registration statement previously filed with the U.S. Securities and Exchange Commission. For a copy of the prospectus and prospectus supplement relating to this offering; contact the prospectus department of Goldman, Sachs & Co., 85 Broad Street, New York, NY 10004, Telephone: (212) 902-1171. This news release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Established in 1851, Corning Incorporated creates leading-edge technologies for the fastest-growing markets of the world's economy. Corning manufactures optical fiber, cable and photonic products for the telecommunications industry; and high-performance displays and components for television, information technology and other communications-related industries. The company also uses advanced materials to manufacture products for scientific, semiconductor and environmental markets. |
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