Ultra Clean prices upsized $525.0 million convertible notes offering
Ultra Clean Holdings priced $525.0 million of 0.00% convertible senior notes due 2031, up from an announced $400.0 million, and amended its credit agreement to raise a leverage covenant to 6.00 to 1.00 for the fiscal periods ending on or about March 31 and June 30, 2026. The company plans to use part of the estimated $511.1 million in net proceeds to repurchase 672,608 shares at $59.47 each, and the notes could dilute shareholders if converted.
Key points
- Notes priced at $525.0 million, upsized from $400.0 million; initial purchasers hold an option for up to an additional $75.0 million, and settlement is scheduled for March 3, 2026.
- Estimated net proceeds of $511.1 million; about $40.0 million will fund repurchase of 672,608 common shares at $59.47 each.
- Initial conversion price of approximately $84.75 per share, a 42.5% premium over the $59.47 closing price on February 26, 2026.
- Ninth Amendment raises the maximum Consolidated Total Gross Leverage Ratio covenant to 6.00 to 1.00 for periods ending on or about March 31 and June 30, 2026.
The filing
Written by AI (Anthropic Claude, claude-haiku-5-5) on Nov 8, 2026, 1:54 AM ET, from the text of the filing and its press-release exhibits only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on February 27, 2026.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.