St: issues $1.5 billion convertible bonds in two tranches

and the early repayment of the one maturing in 2027

STMicroelectronics announces the launch of senior unsecured bonds with a nominal value of $1.5 billion, convertible into St’s ordinary shares already issued or to be issued, and the early redemption of $750 million of outstanding Zero-Coupon Convertible Bonds maturing in 2027 (ISIN XS2211997239). The new convertible bonds will be offered in two tranches (for a minimum amount of $500 million per tranche) with a 5-year maturity (the 2031 Convertible Bonds, with an annual fixed-rate coupon of between 0.00% and 0.50%, payable semi-annually in arrears) and 7-year maturities (the 2033 Convertible Bonds, with an annual fixed-rate coupon of between 0.625% and 1.125%, payable semi-annually in arrears). Conversion will be effected through a combination of cash and shares, or solely in cash or solely in shares, including through a combined settlement of cash and shares. The expected initial conversion price of the new 2031 Convertible Bonds is forecast at a premium of between 47.5% and 52.5%; for the 2033 Bonds, at a premium of between 50% and 55%, “in any event above the weighted average share price over the period from today’s opening of trading until the determination of the final terms of the offer on the Euronext Milan market, converted into dollars at the exchange rate prevailing at the time of such determination”. The proceeds of the offer, net of costs, will be used by St for general corporate purposes, including the early redemption of the 2027 convertible bonds. The final terms of the new convertible bonds are expected to be determined and announced later today, and the issue is expected to take place on or around 23 June 2026. An application for listing on the Open Market (Freiverkehr) segment of the Frankfurt Stock Exchange will be made no later than 90 days following the issue. St will enter into a lock-up for a period of 90 days.

Com-Chi