Seagate retires portion of 2028 notes in private exchange

Seagate Technology Holdings, through its subsidiary Seagate HDD Cayman, entered into private exchange agreements on 21 May 2026 with a select group of noteholders. The transaction involves the exchange of $185.908 million in principal amount of Seagate HDD’s 3.50% Exchangeable Senior Notes due 2028. This move allows the company to retire a specific tranche of its debt obligations without initiating a broader public tender offer.

The consideration for the exchange comprises $185.908 million in cash alongside a designated number of Seagate Technology Holdings ordinary shares. The precise quantity of shares to be issued will be determined over a one-trading-day period commencing on 21 May. This mechanism ties the equity component of the deal to the company’s share price performance over that specific window.

Subject to customary closing conditions, the exchanges are expected to close on or about 26 May. Upon completion of the transaction, the exchanged notes will be retired. This structured approach enables Seagate to manage its capital structure efficiently while providing noteholders with a mix of liquidity and equity exposure.

Following the transaction, approximately $185.8 million in aggregate principal amount of the notes will remain outstanding. The terms of the remaining notes will remain unchanged, ensuring continuity for the broader holder base that did not participate in the private exchange.

Seagate Technology Holdings operates as a data storage and technology company, providing advanced storage solutions to hyperscale cloud providers, enterprises, and consumers. The company’s ability to execute targeted debt refinancing reflects its ongoing efforts to optimise its financial position within the competitive technology sector.