Inphi Corporation (NYSE: IPHI) is a leading provider of high-speed, mixed-signal semiconductor solutions for the communications, computing and data center markets. Inphi’s end-to-end data transport platform delivers high signal integrity at leading-edge data speeds, addressing performance and bandwidth bottlenecks in networks, from fiber to memory. Inphi’s solutions minimize latency in computing environments and enable the rollout of next-generation communications infrastructure. Inphi’s solutions provide a vital interface between analog signals and digital information in high-performance systems, such as telecommunications transport systems, enterprise networking equipment, enterprise and data center servers, and storage platforms.
Inphi Corporation issued $230.0 million principal amount of Convertible Senior Notes due 2020. The size of the offering was increased to $200.0 from the previously announced $150.0 million aggregate principal amount. Prior to June 1, 2020, the notes will be convertible only under certain circumstances and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The initial conversion rate for the notes will be 24.8988 shares per $1,000 principal amount of notes, which is equivalent to an initial conversion price of approximately $40.16 per share, and will be subject to adjustment upon the occurrence of certain events. The initial conversion price represents a conversion premium of approximately 35.0% over the last reported sale price of $29.75 per share of Inphi's common stock on The New York Stock Exchange on December 2, 2015. Inphi will settle conversions of the notes by paying or delivering, as the case may be, cash, shares of its common stock, or a combination of cash and shares of its common stock, at its election. In addition, holders may require Inphi to repurchase their notes upon the occurrence of a fundamental change (as defined in the indenture governing the notes) at a purchase price equal to the principal amount thereof plus accrued and unpaid interest to, but excluding, the repurchase date. The underwriters fully exercised their option to purchase an additional $30 million in aggregate principal amount of debentures to cover overallotments. Needham & Company acted as a co-manager for this transaction.