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Published on 2/25/2014 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

TreeHouse Foods begins tender for $400 million 7¾% notes due 2018

By Susanna Moon

Chicago, Feb. 25 - TreeHouse Foods, Inc. began a tender offer for its $400 million outstanding principal amount of 7¾% senior notes due 2018, which it plans to fund with a new issue of notes.

The company plans to price $400 million of senior notes due 2022, according to a 424B3 filing with the Securities and Exchange Commission.

TreeHouse also is soliciting consents to amend the notes to eliminate most of the covenants and events of default, which requires the consent from holders of at least a majority of the outstanding notes.

Holders who tender their notes will be deemed to have consented to the proposed amendments.

The total purchase price will be $1,042.75 per $1,000 principal amount of notes tendered by 5 p.m. ET on March 10, the consent date.

The total amount includes a consent payment of $30.00 for each $1,000 principal amount.

Those who tender their notes after the consent date will receive $1,012.75 per $1,000 of notes.

The company also will pay accrued interest on the settlement date, with the initial date expected to occur at closing of the offer and the final settlement date expected to be on the business day after the offer ends.

The offer will end at 11:59 p.m. ET on March 24.

The tender offer is conditioned on the company receiving at least $380 million of net proceeds from its offering.

Proceeds for the offer also will come from borrowings under the company's revolving credit facility.

The company plans to redeem any notes that remain outstanding after the offer but is unsure of the timing. The notes currently are redeemable only on a make-whole basis. They are callable beginning March 1 with a call premium.

The issuer is an Oak Brook, Ill.-based food manufacturer.


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