[June 29, 2015] |
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CSG Systems International Announces Trigger Event for Convertible Debt As Stock Price Exceeds the 130% Conversion Price Threshold
CSG
Systems International, Inc. (NASDAQ:
CSGS), a global provider of interactive transaction-driven solutions
and services, today announced that the conversion price threshold
requirements on its 3.0% Senior Subordinated Convertible Notes issued in
March 2010, due March 1, 2017 (the "2010 Convertible Notes") (CUSIP
Number 126349 AC3), have recently been met. As a result, the 2010
Convertible Notes are convertible at the option of the holders beginning
July 1, 2015 and through the fiscal quarter ending on September 30, 2015.
Pursuant to the terms of the Indenture, prior to September 1, 2016,
holders of the 2010 Convertible Notes can convert their securities at
any time in the fiscal quarter following the period in which the price
of CSG's common stock trades over 130% of the conversion price for at
least 20 consecutive trading days in the last 30 trading days of a
fiscal quarter. As of June 23, 2015, the closing price of CSG's common
stock exceeded 130% of the conversion price for the required period,
thus allowing for the 2010 Convertible Notes to be converted at the
holder's option during the quarter beginning July 1, 2015 and ending
September 30, 2015. The conversion price was $23.19 at June 23, 2015, or
43.1307 shares per $1,000.
Upon any conversion of the 2010 Convertible Notes, CSG will settle its
conversionobligation as follows: (i) it is required to pay cash for
100% of the par value of the 2010 Convertible Notes that are converted;
and (ii) to the extent the value of its conversion obligation exceeds
the par value, it can satisfy the remaining conversion obligation in its
common stock, cash, or any combination of its common stock and cash, at
the discretion of CSG.
The total par value of the 2010 Convertible notes is $150 million, and
after considering the remaining original issue discount of $12.7
million, had a carrying value on our March 31, 2015 balance sheet of
$137.3 million. Based on the June 26, 2015 closing stock price for CSG
of $32.18, the bonds would have had a total settlement value of
approximately $208 million. Given that the current market value of the
2010 Convertible Notes exceeds the value holders would receive upon
conversion if CSG's common stock remains at the current levels, CSG
believes that holders may not have a significant economic incentive to
convert at this time. However, there can be no assurances as to the
conversion decisions made by the holders during the conversion period.
CSG's principal sources of liquidity include its cash and short-term
investments ($169.9 million at March 31, 2015), cash generated from its
operations, and its $200 million revolving credit facility, which as of
June 29, 2015, had no borrowings outstanding and was fully available to
CSG to be drawn upon. Based on CSG's current financial condition,
management believes that liquidity from these sources will be sufficient
to meet its anticipated capital resource requirements for at least the
next 12 months.
About CSG International
CSG
Systems International, Inc. (NASDAQ:CSGS)
is a market-leading business support solutions and services company
serving the majority of the top 100 global communications service
providers, including leaders in fixed, mobile and next-generation
networks such as AT&T, Comcast, DISH, France Telecom (News - Alert), Orange, T-Mobile,
Telefonica, Time Warner Cable, Vodafone, Vivo and Verizon. With over 30
years of experience and expertise in voice, video, data and content
services, CSG International offers a broad portfolio of licensed and
Software-as-a-Service (SaaS (News - Alert))-based products and solutions that help
clients compete more effectively, improve business operations and
deliver a more impactful customer experience across a variety of touch
points. For more information, visit our website at www.csgi.com.
View source version on businesswire.com: http://www.businesswire.com/news/home/20150629005973/en/
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