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Motorola Solutions increases purchase price of tender offers for certain of its outstanding debt.

M2 EQUITYBITES-May 16, 2019-Motorola Solutions increases purchase price of tender offers for certain of its outstanding debt

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Motorola Solutions, Inc. (NYSE: MSI) has announced that it has increased the aggregate purchase price of its debt tender offers to purchase for cash (i) any and all of certain of the company's outstanding securities, and (ii) up to the Maximum Waterfall Tender Amount in aggregate purchase price of certain of the company's outstanding securities, subject to certain Acceptance Priority Levels, the company said.

The "Maximum Waterfall Tender Amount" has been increased from (i) an aggregate purchase price equal to USD 500 million less the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase in the Any and All Offer to (ii) an aggregate purchase price equal to USD 650 million less the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase in the Any and All Offer. All other terms of tender offers remain unchanged.

The tender offers are intended to allow the company to issue new debt securities to fund the repurchase of the Securities, thereby extending the maturity date of its near-term debt securities and reducing the amounts outstanding under the higher-cost portion of its debt security portfolio. The company expects to fund the tender offers with the proceeds from the issuance and sale of debt securities in one or more capital markets transactions, together with available cash on hand.

Holders of Securities that are validly tendered and not properly withdrawn at or prior to 5:00 p.m., New York City time, on May 22, 2019 (unless extended, the "Early Tender Deadline") and accepted for purchase will receive the applicable "Total Consideration," which includes the applicable early tender premium specified in the applicable table above (the "Early Tender Premium"). Payment for Securities that are validly tendered and not properly withdrawn at or prior to the Early Tender Deadline and accepted for purchase will be made as soon as reasonably practicable following the Early Tender Deadline (such date with respect to the applicable Offer, the "Early Settlement Date").

The company expects that the Early Settlement Date will be May 24, 2019, the first business day after the Price Determination Date. Holders of Securities who validly tender their Securities following the Early Tender Deadline and at or prior to the Expiration Date will only receive the applicable "Tender Offer Consideration" for Securities accepted for purchase, which is equal to the applicable Total Consideration minus the applicable Early Tender Premium.

The company also has announced that it has retained Santander, TD Securities and US Bancorp to serve as the Co-Dealer Managers in connection with the tender offers. BofA Merrill Lynch and Mizuho Securities are serving as the Lead Dealer Managers in connection with the tender offers. The information agent and tender agent is Global Bondholder Services Corporation.

Motorola Solutions is a global provider of mission-critical communications. Learn more at www.motorolasolutions.com.

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Publication:M2 EquityBites (EQB)
Date:May 16, 2019
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