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Get filing alertsSensata launches $350M tender offer for senior notes due 2029-2030
Filed May 15, 2026 · Period ending May 15, 2026 · ~1 min read
Key Changes
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Sensata subsidiaries commenced tender offers to repurchase up to $350M aggregate principal of three senior note series (4.000% 2029, 4.375% 2030, 5.875% 2030), targeting voluntary debt reduction.
Item 8.01 — Other Events verify on EDGAR → -
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Early tender deadline May 29, 2026 offers $50/1,000 premium; total consideration ranges $976.25-$1,007.50 per $1,000 principal depending on series. Notes tendered after early deadline receive $50 less.
Exhibit 99.1 view on EDGAR → -
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Acceptance priority: 4.000% 2029 notes ($646M outstanding) first, then 4.375% 2030 ($450M), then 5.875% 2030 ($500M). Proration applies if tenders exceed $350M cap.
Exhibit 99.1 view on EDGAR → -
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Early settlement expected on or after June 2, 2026; final settlement June 17, 2026. Goldman Sachs and Barclays serve as dealer managers.
Exhibit 99.1 view on EDGAR →
Summary
Sensata Technologies launched voluntary tender offers on May 15, 2026 to repurchase up to $350 million aggregate principal amount of senior notes across three series maturing in 2029 and 2030. The company is offering premiums above par value—ranging from $976.25 to $1,007.50 per $1,000 principal for notes tendered by the May 29 early deadline—to incentivize debt reduction.
This is a proactive balance sheet management move, not a distressed refinancing. The tender structure prioritizes the 4.000% 2029 notes first, followed by the two 2030 series. With $1.596 billion in aggregate principal outstanding across the three series and a $350 million cap, the company expects significant participation but has built in proration procedures if tenders exceed the maximum.
Noteholders face a straightforward decision: tender early for the $50 premium or hold to maturity. The $350 million reduction would modestly lower Sensata's debt load and interest expense, though the premium paid will partially offset those savings. Settlement occurs in early-to-mid June 2026, with Goldman Sachs and Barclays managing the process.
Section-by-Section Diff
Event · Item 8.01 — Other Events
Item 8.01 — Other Events filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
Holders who validly tender (and do not validly withdraw) their notes at or prior to 5:00 p.m., New York City time, on May 29, 2026 (such time and date, as the same may be extended by the applicable Offeror, the “Early Tender Deadline”) and whose notes are accepted for purchase will receive the applicable Total Consideration (as defined in the Offer to Purchase), which includes an early tender premium of $50 per $1,000 principal amount of notes accepted for purchase.
Noteholders who tender by May 29, 2026 receive a $50 per $1,000 principal early tender premium on top of the base tender price. Those tendering after that date but before the June 15, 2026 expiration receive only the base price. The offer is subject to a $350 million cap with acceptance priority levels and proration procedures detailed in the offering documents.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
The Offerors have retained Goldman Sachs & Co. LLC and Barclays Capital Inc. to act as dealer managers for the Tender Offers (together, the “Dealer Managers”). D.F. King & Co., Inc. has been retained to act as the tender and information agent for the Tender Offers.
Goldman Sachs and Barclays are serving as dealer managers, with D.F. King as tender and information agent. This is standard for tender offers of this size and indicates the company is using established financial advisors to manage the process.
Event · Exhibit 99.1
Added in current filing · view on EDGAR →
Sensata Technologies Holding plc (NYSE: ST) (“Sensata”) announced today that Sensata Technologies B.V. and Sensata Technologies, Inc., its indirect, wholly owned subsidiaries (each, an “Offeror” and collectively, the “Offerors”), have commenced cash tender offers (each, individually with respect to a series of Notes, a “Tender Offer” with respect to such series, and collectively, the “Tender Offers”) to purchase up to $350,000,000 in total cash consideration payable, excluding the applicable Accrued Interest (as defined below) (the “Maximum Tender Offer Amount”) of the applicable Offeror’s senior notes
Sensata's subsidiaries launched tender offers to repurchase up to $350 million aggregate principal amount of three series of senior notes. The offers target notes maturing in 2029 and 2030, with total consideration ranging from $985.00 to $1,007.50 per $1,000 principal amount for notes tendered by the early deadline. The tender offers expire June 15, 2026, with an early tender deadline of May 29, 2026.
Added in current filing · view on EDGAR → · paraphrased
Title of Notes Issuer CUSIP
Number Principal Amount Outstanding Acceptance Priority Level(2) Tender Offer Consideration Early Tender Premium Total Consideration(3)
4.000% Senior | Notes due | 2029 Sensata Technologies B.V. 81725W AK9 / N78840 AM2 $646,024,000 1 | $935.00
$50
$985.00
4.375% Senior | Notes due | 2030 Sensata Technologies, Inc. 81728U AA2 / U81700 AA1 $450,000,000 2 | $926.25
$50
$976.25
5.875% Senior Notes due 2030 Sensata Technologies B.V. 81725W AL7 / N78840 AP5 $500,000,000 3 $957.50 | $50 | $1,007.50
The tender offers cover three note series with acceptance priority levels 1-3. The 4.000% 2029 notes ($646 million outstanding) have first priority, followed by 4.375% 2030 notes ($450 million) and 5.875% 2030 notes ($500 million). Holders tendering by May 29 receive total consideration of $985.00, $976.25, and $1,007.50 per $1,000 principal, respectively, including a $50 early tender premium. Notes tendered after the early deadline receive $50 less per $1,000.
Added in current filing · view on EDGAR →
Each Early Settlement Date will be determined at the applicable Offeror’s option and is currently expected to occur on or after June 2, 2026, subject to all conditions to the applicable Tender Offer having been either satisfied or waived by the applicable Offeror. Irrespective of whether the applicable Offeror chooses to exercise its option to have an Early Settlement Date, the applicable Offeror will purchase any remaining Notes that have been validly tendered at or prior to the applicable Expiration Time and that it chooses to accept for purchase, subject to all conditions to the applicable Tender Offer having been either satisfied or waived by the applicable Offeror, promptly following the applicable Expiration Time (the settlement date of such purchase under such Tender Offer being the “Final Settlement Date”; the Final Settlement Date and the Early Settlement Date each being a “Settlement Date”), subject to the Maximum Tender Offer Amount, the Acceptance Priority Levels and proration arrangements applicable to the Tender Offers, each as set forth in the Offer to Purchase. The applicable Final Settlement Date is expected to occur on June 17, 2026
The offerors may settle notes tendered by the early deadline on an early settlement date expected on or after June 2, 2026. Any remaining accepted notes will settle on the final settlement date, expected June 17, 2026. Settlement is subject to satisfaction or waiver of tender offer conditions and the $350 million maximum tender amount.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 21, 2026 · How we verify