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Tetra Tech Announces Proposed Private Placement of $500 Million of Convertible Senior Notes

PASADENA, Calif.--(BUSINESS WIRE)-- Tetra Tech, Inc. (NASDAQ: TTEK), a leading provider of high-end consulting and engineering services, announced today that

articleTetra Tech, Inc.August 17, 20233/company/tetra-tech-inc/news/tetra-tech-announces-proposed-private-placement-of-dollar500-million-of-convertible-senior
Tetra Tech Announces Proposed Private Placement of $500 Million of Convertible Senior Notes

About this update from Tetra Tech, Inc.

[{"type":"text","content":" PASADENA, Calif.--(BUSINESS WIRE)--\nTetra Tech, Inc. (NASDAQ: TTEK), a leading provider of high-end consulting and engineering services, announced today that it intends to offer, subject to market conditions and other factors, $500.0 million aggregate principal amount of Convertible Senior Notes due 2028 (the “notes”) in a private placement (the “offering”) only to persons reasonably believed to be “qualified institutional buyers” pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Tetra Tech also intends to grant the initial purchasers of the notes an option to purchase, during a 13-day period beginning on, and including, the date on which the notes are first issued, up to an additional $75.0 million aggregate principal amount of the notes.\n\n\nThe notes will be general unsecured obligations of Tetra Tech and will accrue interest payable semiannually in arrears. Upon conversion, Tetra Tech will pay cash up to the aggregate principal amount of the notes to be converted and pay or deliver, as the case may be, cash, shares of Tetra Tech's common stock or a combination of cash and shares of Tetra Tech's common stock, at Tetra Tech’s election, in respect of the remainder, if any, of Tetra Tech’s conversion obligation in excess of the aggregate principal amount of the notes being converted. The interest rate, initial conversion rate and other terms of the notes will be determined at the time of pricing of the offering.\n\n\nTetra Tech expects to use the net proceeds from the offering to pay the cost of the capped call transactions described below and to repay all $185 million principal amount outstanding under its revolving credit facility, up to $234 million principal amount outstanding under its senior secured term loan due 2027 (the “2027 Term Loan”) and, with remaining proceeds, if any, a portion of the $500 million principal amount outstanding under its senior secured term loan due 2026 (the “2026 Term Loan”). If the initial purchasers exercise their option to purchase additional notes, Tetra Tech expects to use a portion of the net proceeds from the sale of the additional notes to enter into additional capped call transactions with the option counterparties (as defined below), repay any remaining principal amount outstanding under the 2027 Term Loan and, with the remaining proceeds, if ...

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