Brixmor gets needed consents for six note series; tender offer goes on

By Susanna Moon

Chicago, Oct. 15 – Brixmor Property Group Inc. indirect subsidiary Brixmor LLC obtained the needed consents to amend six series of its notes.

As a result, the company will execute a supplemental indenture to each note series, which will become operative on the payment date, according to a company press release.

The tender offer will continue to run until 11:59 p.m. ET on Oct. 16. Tendered notes may no longer be withdrawn. The offer began on Sept. 18.

As previously announced, the company sought consents to amend the note indentures to eliminate substantially all of the restrictive covenants and events of default.

The company needed the consents of holders representing at least a majority of the outstanding notes.

Holders who tender notes must also deliver consents. Holders may deliver consents, however, without tendering notes.

As noted before, the total purchase price for each $1,000 principal amount of notes will be as follows:

• $1,192.50 for the $2,682,000 of 7.97% notes due Aug. 14, 2026;

• $1,167.50 for the $9,638,000 of 7.65% notes due Nov. 2, 2026;

• $1,170 for the $5,135,000 of 7.68% notes due Nov. 2, 2026;

• $1,101.25 for the $10,644,000 of 6.9% notes due Feb. 15, 2028;

• $1,101.25 for the $18,673,000 of 6.9% notes due Feb. 15, 2028; and

• $1,156.25 for the $21,705,000 of 7½% notes due July 30, 2029.

The total amount includes an early payment of $30.00 per $1,000 principal amount of notes tendered in the offer and not withdrawn by the withdrawal deadline, which occurred when the company obtained the needed consents for each series of notes.

Holders will also receive accrued interest to but excluding the settlement date.

The first five series of notes were all issued under the same indenture, so all of those noteholders will vote together for the proposed amendments, and the receipt of consents for a majority of the outstanding principal amount of those notes will approve the proposed amendments, the company previously said.

The 7½% notes were issued under a separate indenture, though, so the consents received for a majority of the outstanding principal amount of those notes will constitute the required consents to proposed amendments for that note series only, the company noted.

U.S. Bank NA is the trustee under both indentures.

Neither of the others is conditioned upon completion of the other offer.

A soliciting dealer fee of $2.50 per $1,000 principal amount of notes that are tendered and accepted will be paid to retail brokers who are designated by their clients to receive this fee. This fee will be paid only for owners who submit notes with a principal amount of $250,000 or less.

Wells Fargo Securities, LLC (866 309-6316 or 704 410-4760) is the dealer manager and solicitation agent for the tender offers and the consent solicitations. Global Bondholder Services Corp. (866 470-3900 or 212 430-3774 for banks and brokers) is the depositary and information agent.

Brixmor is an internally managed real estate investment trust based in New York that owns and operates a wholly owned portfolio of grocery-anchored community and neighborhood shopping centers.

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