Press release

Amphenol Corporation Announces Consideration for Cash Tender Offers

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Amphenol Corporation (NYSE: APH) (the “Company”) announced today the consideration for each series of notes (the “Notes”) subject to the previously announced cash tender offers by the Company. The consideration was calculated by the dealer managers at 2:00 p.m. New York City time today.

The consideration for each $1,000 principal amount of the Notes validly tendered and accepted for payment pursuant to the tender offers is set forth in the table below, determined in the manner described in the Offer Documents (as defined below) by reference to the applicable fixed spread specified for that series in the table below over the yield based on the bid side price of the applicable U.S. Treasury Security specified in the table below for that series. Holders whose Notes are purchased will also receive accrued and unpaid interest thereon from the applicable last interest payment date up to, but not including, the settlement date, which is expected to be September 11, 2019.




Title of Security










U.S. Treasury



Reference U.S.


Security Yield













3.125% Senior

Notes due 2021







1.500% U.S. Treasury due

August 31, 2021






50 bps






4.000% Senior

Notes due 2022







1.500% U.S. Treasury due

August 15, 2022






45 bps




















The tender offers are being made pursuant to an Offer to Purchase dated September 4, 2019 and a related Notice of Guaranteed Delivery (as amended or supplemented to date, the “Offer Documents”), which set forth the terms and conditions of the tender offers.

The tender offers will expire at 5:00 p.m. New York City time on September 10, 2019, unless extended (as may be extended, the “Expiration Time”). Holders of Notes must validly tender and not validly withdraw their Notes before the Expiration Time, or comply with the guaranteed delivery procedures set forth in the Offer Documents, to be eligible to receive the consideration for such Notes.

The Company has retained J.P. Morgan Securities LLC and Citigroup Global Markets Inc. to serve as the dealer managers for the tender offers. J.P. Morgan Securities LLC may be contacted at (866) 834-4666 (U.S. toll-free) and (212) 834-3424 (collect), and Citigroup Global Markets Inc. may be contacted at (800) 558-3745 (U.S. toll-free) and (212) 723-6106 (collect).

The Company has also retained D.F. King & Co., Inc. to serve as the tender agent and information agent for the tender offers.

The tender offers are being made only pursuant to the terms and conditions contained in the Offer Documents, copies of which may be obtained from D.F. King & Co., Inc. by telephone at (866) 864-7961 (U.S. toll-free) and (212) 269-5550 (collect), via email at or via the following web address:

This press release is neither an offer to purchase nor a solicitation of an offer to sell any Notes in the tender offers.

None of the Company, its directors, its officers, any dealer manager, the tender agent, the information agent or the trustee with respect to the Notes, or any of the Company’s or their respective affiliates, makes any recommendation that holders tender or refrain from tendering all or any portion of the principal amount of their Notes, and no one has been authorized by any of them to make such a recommendation.

About Amphenol

Amphenol Corporation is one of the world’s largest designers, manufacturers and marketers of electrical, electronic and fiber optic connectors, interconnect systems, antennas, sensors and sensor-based products and coaxial and high-speed specialty cable. Amphenol designs, manufactures and assembles its products at facilities in the Americas, Europe, Asia, Australia and Africa and sells its products through its own global sales force, independent representatives and a global network of electronics distributors. Amphenol has a diversified presence as a leader in high growth areas of the interconnect market including: Automotive, Broadband Communications, Commercial Aerospace, Industrial, Information Technology and Data Communications, Military, Mobile Devices and Mobile Networks.

Forward-Looking Statements

Statements in this press release which are other than historical facts are intended to be “forward-looking statements” within the meaning of the Securities Exchange Act of 1934, as amended, the Private Securities Litigation Reform Act of 1995 and other related laws. While the Company believes such statements are reasonable, the actual results and effects could differ materially from those currently anticipated. Please refer to Part I, Item 1A of the Company’s Form 10-K for the year ended December 31, 2018, for some factors that could cause the actual results to differ from estimates. In providing forward-looking statements, the Company is not undertaking any duty or obligation to update these statements publicly as a result of new information, future events or otherwise.