L Brands gives final results for tender offers, consent solicitation

Chicago, Oct. 15 – L Brands, Inc. announced the final results of its tender offers and consent solicitations for four series of notes, according to a press release on Thursday.

As of 11:59 p.m. ET on Oct. 14, the following notes had been accepted for purchase from the tendered notes, listed in order of acceptance priority level:

• All of the $573,573,000 tendered of L Brands’ $860,466,000 of 5 5/8% senior notes due 2022 (Cusip: 532716AU1), for a purchase price of $1,047.50 per $1,000 of notes;

• All of the $180,315,000 tendered of the $500 million of 5 5/8% senior notes due 2023 (Cusip: 501797AJ3) outstanding, for a purchase price of $1,060 per $1,000 of notes;

• $52,619,000 accepted of the $69.48 million tendered of the $300 million of 7.6% notes due 2037 (Cusip: 532716AN7) outstanding for a purchase price of $950 per $1,000 of notes; and

• None accepted of the $100,896,000 tendered of the $350 million of 6.95% exchange debentures due 2033 (Cusip: 532716AK3) outstanding for a purchase price of $920.00 per $1,000 of notes.

The purchase price for each series included the early tender premium of $50.00 per $1,000 note. Noteholders who tendered through Oct. 14 also received the premium. Holders will also receive accrued interest.

In total, the company accepted $808,471,000 principal amount of notes and will pay $850,521,589.20 on the settlement date.

Consents

The company was also soliciting consents from noteholders of the 2022 and the 2023 notes.

The proposed amendments were designed to eliminate certain of the restrictive covenants in the indentures governing the notes.

Adequate consents to amend the indenture were received for the 2022 notes but not for the 2023 notes.

For the 2022 notes, noteholders representing 66.89% of the notes validly tendered their notes and were deemed to have given consent through the tender.

The supplemental indenture will become effective on the settlement date.

The indenture for the 2023 notes, without adequate consent, will continue in its present form.

Agent and dealer

The information agent is Global Bondholder Services Corp. (212 430-3774, 866 470-2200; contact@gbsc-usa.com).

The lead dealer manager is J.P. Morgan Securities LLC (212 834-2045, 866 834-4666).

L Brands is a Columbus, Ohio-based company that operates specialty stores featuring custom brands.

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