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Sensata Technologies Holding N.V.'s SEC Filings

S-1/A
SENSATA TECHNOLOGIES HOLDING PLC filed this Form S-1/A on 03/09/2010
Entire Document
 


Table of Contents

THE OFFERING

 

Ordinary shares offered by us

26,315,789 shares.

 

Ordinary shares offered by the selling shareholders

5,284,211 shares.

 

Ordinary shares to be outstanding immediately after this offering

171,159,377 shares.

 

Option to purchase additional ordinary shares

The underwriters have an option to purchase a maximum of 4,740,000 additional ordinary shares from the selling shareholders identified in this prospectus. The underwriters can exercise this option at any time within 30 days from the date of this prospectus.

 

Use of proceeds

We intend to use the net proceeds received by us in connection with this offering for the following purposes and in the following amounts:

 

   

approximately $350.0 million will be used to repay a portion of our indebtedness, including any redemption premiums or discounts, and accrued interest on such indebtedness;

 

   

approximately $2.0 million will be used to pay fees and expenses to complete the tender offer related to such debt repayments;

 

   

approximately $22.1 million will be used to pay management fees associated with an advisory agreement we have with the Sponsors; and

 

   

approximately $84.1 million will be used for general corporate purposes.

 

The fees and expenses of this offering will include a 1.0% financing fee on the gross proceeds we receive in this offering payable to the Sponsors pursuant to the terms of our advisory agreement with them. This fee would be approximately $5.0 million based on an assumed initial public offering price of $19.00 per share, the midpoint of the price range set forth on the cover page of this prospectus, and will result in the Sponsors receiving an aggregate of $27.1 million under the advisory agreement in connection with this offering. See “Certain Relationships and Related Party Transactions—Advisory Agreement.”

 

We will not receive any proceeds from the sale of ordinary shares by the selling shareholders.

 

Risk factors

Investing in our ordinary shares involves a high degree of risk. See “Risk Factors” beginning on page 12 of this prospectus for a discussion of factors you should carefully consider before investing in our ordinary shares.

 

New York Stock Exchange symbol

“ST”

 

 

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