Simmons Foods tenders for 7 7/8% second-lien notes due 2021

New York, Oct. 10 – Simmons Foods, Inc. announced a cash tender offer and consent solicitation for its $415 million of 7 7/8% second-lien senior secured notes due 2021.

The company is offering to pay $1,063.56 per $1,000 principal amount of notes.

Included in the total is a consent payment of $30.00 per $1,000 that will only be paid to holders who tender by the consent deadline of 5 p.m. ET on Oct. 23.

The offer ends at 11:59 p.m. ET on Nov. 6.

Simmons will also pay accrued interest up to but excluding the settlement date.

Early tenders are expected to settle on Oct. 24.

In the consent solicitation, Simmons is seeking to amend the note indenture to eliminate a significant portion of the restrictive covenants, eliminate certain events of default, release all of the collateral securing the obligations of Simmons and the guarantors under the notes and reduce the number of days prior to any redemption date that Simmons must send a notice of redemption.

Consents are needed from holders of a majority of the notes in order to make the changes except for the release of the collateral which requires approval from 66 2/3%.

Notes may not be tendered without consents, and consents may not be delivered without tendering.

Completion of the tender is subject to conditions, including a debt financing and receipt of the necessary consents.

The offer is being conducted by Simmons Food along with Simmons Prepared Foods, Inc., Simmons Pet Food, Inc., Simmons Feed Ingredients, Inc. and Simmons Energy Solutions, Inc.

Wells Fargo Securities, LLC (704 410-4760 or 866 309-6316) is dealer manager and solicitation agent. D.F. King & Co., Inc. (212 269-5550, 800 591-6309 or sfi@dfking.com) is tender agent and information agent.

Simmons Foods is a Siloam Springs, Ark., processor of poultry and producer of private label wet pet food.

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