Newell prices offers, sees early tenders for $252 million 3.15% notes, $4.2 billion of five others

By Wendy Van Sickle

Columbus, Ohio, Dec. 19 – Newell Brands Inc. announced pricing in its tender offers on Wednesday, after reporting earlier in the day that holders had tendered $252,081,000 of its $350 million of 3.15% notes due 2021 along with $4,196,782,000 of five other series as of the early deadline at 5 p.m. ET on Dec. 18.

Newell accepted for purchase all of the tendered 3.15% notes and increased the maximum waterfall tender amount to an amount equal to $1,625,000,000 less the amount of the 3.15% notes purchased in the any-and-all offer, according to a company update on Wednesday.

As announced Dec. 4, the issuer is tendering for any and all of the 3.15% notes along with a maximum amount of five other series until midnight ET on Jan. 4.

Because the waterfall offer has been oversubscribed as of the early deadline, however, the company said it does not expect to accept any waterfall notes tendered after the early deadline.

In the offer for the 3.15% notes, the total consideration of $1,004.54 per $1,000 principal amount was set using the 1.25% U.S. Treasury note due March 31, 2021 plus 30 basis points.

In the waterfall offers, the company was originally tendering for an aggregate principal amount equal to $1.5 billion less the amount of the notes purchased in the offer for the 3.15% notes.

The early tenders are as follows, with the notes listed in order of priority acceptance levels, and the total consideration per $1,000 principal amount of notes:

• $1,083,841,000 of the $1.75 billion 5.5% notes due 2046 with a total consideration of $971.99 set using the 3% U.S. Treasury note due Aug. 15, 2048 plus 265 bps;

• $208,912,000 of the $300 million 3.9% notes due 2025 with a total consideration of $958.16 based on the 3.125% U.S. Treasury note Nov. 15, 2028 plus 180 bps;

• $349,037,000 of the $500 million 5.375% notes due 2036 with a total consideration of $991.26 based on the 3% U.S. Treasury note Aug. 15, 2048 plus 240 bps;

• $1,395,837,000 of the $2 billion 4.2% notes due 2026 with no pricing announced because no tenders of this series will be accepted; and

• $1,159,155,000 of the $1.75 billion 3.85% notes due 2023 with no pricing announced because no tenders of this series will be accepted.

The issuer said it expects to accept for purchase all of the first two series of notes, $80,166,000 of the 5.375% notes on a prorated basis and none of the last two series of notes.

For each of the offers, the total purchase price will include an early tender premium of $50 for each $1,000 principal amount of notes tendered before the early deadline of 5 p.m. ET on Dec. 18.

Pricing was set at 11 a.m. ET on Dec. 19.

Holders will also receive accrued interest.

Tenders may not be withdrawn after the early deadline.

Settlement will occur on Dec. 26 for early tenders.

The tender offers will allow the company to repurchase notes and to reduce the amount and cost of its outstanding debt, the release previously noted.

The company expects to fund the offers with proceeds from divestitures, including that of its Pure Fishing and Jostens businesses, along with cash on hand.

The issuer said it also plans to call any 3.15% notes not tendered in the offer.

Goldman Sachs & Co. LLC (212 357-0215 or 800 828-3182) is the lead dealer manager. RBC Capital Markets, LLC and Wells Fargo Securities, LLC are the co-dealer managers. The information agent and tender agent is Global Bondholder Services Corp. (212 430-3774 or 866 807-2200).

Newell Brands is a consumer goods company based in Hoboken, N.J.

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