Phillips-Van Heusen wraps 7¼%, 8 1/8% notes offer; remainder called

By Jennifer Chiou

New York, May 6 - Phillips-Van Heusen Corp. said it obtained tenders and consents from the holders of $100,545,000, or 67%, of its $150 million of 7¼% senior notes due 2011 and $134,341,000, or 90%, of its $150 million of 8 1/8% notes due 2013.

The figures are unchanged from 5 p.m. ET on April 20, which was the consent deadline in the tender offer and consent solicitation that began on April 7.

The offer ended at midnight ET on May 4.

Any remaining notes will be redeemed on June 7.

As already reported, the consents were enough to amend the indentures for each series of notes to eliminate substantially all of the restrictive covenants and eliminate all events of default other than those relating to the failure to pay principal and interest and to comply for 60 days after notice with the covenants, obligations, warranties or agreements contained in the indentures after giving effect to the proposed amendments.

The company was offering $1,002.50 per $1,000 principal amount of 7¼% notes and $1,016.04 per $1,000 principal amount of 8 1/8% notes.

Both figures included a consent payment of $30.00. The offers were previously amended so that all holders will receive this payment. Prior to the change, only holders who tendered with consents by the consent deadline were to receive the payment.

Phillips-Van Heusen also paid accrued interest up to but excluding the payment date.

To amend the indentures, the company needed consents for a majority of each series of notes.

Conditions to the offers included that a majority of each series of notes be tendered, that all conditions for the completion of the acquisition of Tommy Hilfiger BV by Phillips-Van Heusen be met, proceeds from acquisition financing be received and the supplemental indentures be executed.

Barclays Capital Inc. (800 438-3242 or call collect 212 528-7581) was the dealer manager and solicitation agent. D.F. King & Co. (800 487-4870, banks and brokers call 212 269-5550) was the depositary and information agent.

Phillips-Van Heusen is a New York-based apparel company.

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