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Published on 1/27/2011 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

Smithfield Foods increases tender for 7¾%, 10% notes to $450 million

By Angela McDaniels

Tacoma, Wash., Jan. 27 - Smithfield Foods, Inc. amended the Dutch auction tender offer for its $350 million of 7¾% senior notes due 2013 and $850 million of 10% senior secured notes due 2014, according to a company news release.

The maximum payment amount was increased to $450 million from $350 million.

The company also decided to pay the total consideration, which includes an early participation payment of $30 per $1,000 principal amount of notes, for all notes tendered and accepted for purchase. Previously, the total consideration was available only to those who tendered by 5 p.m. ET on Jan. 26, the early participation deadline.

For each $1,000 principal amount, the acceptable bid price range is $1,075 to $1,110 for the 7¾% notes and $1,155 to $1,190 for the 10% notes.

These ranges include the early participation payment, and the low end of each range is the base price for that series.

The total payment for each $1,000 principal amount of notes will be the base price for that series of notes plus the clearing premium, which will be the lowest single bid premium that will allow the company to purchase the maximum principal amount of notes for $450 million.

If the amount of notes tendered at or below the clearing premium would cause Smithfield Foods to spend more than the maximum payment amount, then noteholders who tendered at the clearing premium will be subject to proration.

The company will also pay accrued interest.

The offer began Jan. 12 and will end at midnight ET on Feb. 9.

As of 5 p.m. ET on Jan. 26, holders had tendered $242,369,000, or 69.25%, of the 7¾% notes and $310,992,000, or 36.59%, of the 10% notes.

Goldman Sachs & Co. (800 828-3182 or call collect 212 902-5128) is the dealer manager. Global Bondholder Services Corp. (866 924-2200) is the depositary and information agent.

Smithfield Foods is a pork processor and hog producer based in Smithfield, Va.


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