8-K
filed March 3, 2026, 6:59 PM ET
ticker UCTT
CIK 0001275014
debt
confidence high
sentiment neutral
materiality 0.70
Ultra Clean Holdings, Inc. (UCTT): debt financing — Ultra Clean issues $600M 0% convertible notes due 2031; enters capped call transactions
Ultra Clean Holdings, Inc.
- Issued $600M principal of 0.00% Convertible Senior Notes due 2031; initial conversion price ~$84.75 per share.
- Initial purchasers fully exercised option for additional $75M notes; total issuance includes $75M from option exercise.
- Entered capped call transactions costing $25.1M to reduce dilution; cap price $104.0725, premium 75% over stock price.
- Notes mature March 15, 2031; no regular interest; convertible at holder's option after December 16, 2030.
- Conversion rate initially 11.8001 shares per $1,000 principal; convertible into cash/shares at company's election.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Ultra Clean Holdings, Inc. incurred senior notes of $600,000,000 principal amount with U.S. Bank Trust Company, National Association, as trustee at 0.00% maturing March 15, 2031.
- Instrument
- senior notes
- Principal
- $600,000,000 principal amount
- Counterparty
- U.S. Bank Trust Company, National Association, as trustee
- Rate
- 0.00%
- Maturity
- March 15, 2031
- Event
- incurrence
Exact text from the filing
On March 3, 2026, Ultra Clean Holdings, Inc. (the " Company ") issued $600,000,000 principal amount of its 0.00% Convertible Senior Notes due 2031
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Ultra Clean Holdings, Inc. issued convertible note to initial purchasers for an additional $75,000,000 principal amount of Notes.
- Security
- convertible note
- Purchaser
- initial purchasers
- Consideration
- an additional $75,000,000 principal amount of Notes
Exact text from the filing
On March 3, 2026, Ultra Clean Holdings, Inc. (the “ Company ”) issued $600,000,000 principal amount of its 0.00% Convertible Senior Notes due 2031 (the “ Notes ”).
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Ultra Clean Holdings, Inc. issued convertible note to initial purchasers for an additional $75,000,000 principal amount of Notes.
- Security
- convertible note
- Purchaser
- initial purchasers
- Consideration
- an additional $75,000,000 principal amount of Notes
Exact text from the filing
The Notes issued on March 3, 2026 include $75,000,000 principal amount of Notes issued pursuant to the full exercise by the initial purchasers of such option.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Ultra Clean Holdings, Inc. entered into Indenture with U.S. Bank Trust Company, National Association valued at $600,000,000 principal amount (effective 2026-03-03).
- Action
- entry
- Agreement
- notes offering
- Counterparty
- U.S. Bank Trust Company, National Association
- Value
- $600,000,000 principal amount
- Effective
- 2026-03-03
Exact text from the filing
On March 3, 2026, Ultra Clean Holdings, Inc. (the “ Company ”) issued $600,000,000 principal amount of its 0.00% Convertible Senior Notes due 2031 (the “ Notes ”). The Notes were issued pursuant to, and are governed by, an indenture (the “ Indenture ”), dated as of March 3, 2026, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “ Trustee ”).
View on SEC.gov
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