Concurrently with the offering of the notes, Cypress intends to enter
into separate privately-negotiated agreements with certain holders of
the outstanding 2.00% Senior Exchangeable Notes due 2020 (the "2020
Notes") issued by
The notes will be senior, unsecured obligations of Cypress, and interest will be payable semi-annually in arrears. The notes will be convertible into cash, shares of common stock, or a combination thereof, at Cypress' election. The interest rate, conversion rate and other terms of the notes are to be determined upon pricing of the offering.
The notes will be offered only to qualified institutional buyers
pursuant to Rule 144A under the Act. Neither the notes nor the shares of
common stock issuable upon conversion of the notes, if any, have been,
nor will be, registered under the Act or the securities laws of any
other jurisdiction and may not be offered or sold in
This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale is unlawful.
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