Spectrum Brands begins consent solicitation tender offer for 6 1/8%, 5¾% notes

Chicago, Feb. 16 – Spectrum Brands Holdings, Inc. wholly owned subsidiary Spectrum Brands, Inc. has started tender offers for its 6 1/8% senior notes due 2024 and its 5¾% senior notes due 2025 and a consent solicitation for the 2024 notes, according to a press release.

2024 tender offer

Spectrum is offering to purchase any and all of its $250 million outstanding 6 1/8% senior notes due 2024 (Cusip: 84762LAS4).

The company is offering a total consideration of $1,024.10 per $1,000 of notes, an amount that includes a consent payment of $50. The consent payment will be paid to consenting noteholders who indicate consent by the 5 p.m. ET March 1 consent solicitation expiration time. The expiration time is also the withdrawal deadline.

The tender offer consideration for the notes is $974.10 per $1,000 face amount of notes.

The early settlement date for the 2024 tender offer and consent solicitation is March 3.

The tender offer is scheduled to end at 11:59 p.m. ET on March 15.

Final settlement is scheduled for March 17.

Spectrum Brands intends to redeem the 2024 notes that remain outstanding after the tender offer and consent solicitation.

If the company proceeds with the intended redemption, the notes would be redeemed at 102.042, less than the total consideration detailed above.

2024 consent solicitation

The company is concurrently soliciting consents for the 2024 notes.

The consent solicitation would shorten the notice period for the redemption of the notes to three days from 30 days and eliminate substantially all of the restrictive covenants and certain events of default in the 2024 note indenture.

2025 tender offer

The company is also conducting a tender offer for up to $500 million of its $1 billion outstanding 5¾% senior notes due 2025 (Cusip: 84762LAU9).

Spectrum is offering a total consideration of $1,032.10 per $1,000 note, an amount which includes an early tender payment of $50 for noteholders who tender their notes by the 5 p.m. ET March 1 early tender time, also the withdrawal deadline.

The tender offer consideration is $982.10 per $1,000 note and that amount will be paid to noteholders who tender after the early tender deadline but before the tender offer expiration time at 11:59 p.m. ET on March 15.

Early settlement is expected on March 3 and late settlement is scheduled for March 17.

If the $500 million tender cap is not reached, the company expects to redeem an amount of notes that represents the difference between the amount tendered and the cap at 102.875.

Condition

The offers are conditioned upon the successful incurrence by Spectrum Brands of new incremental term loans and an offering of notes.

The offer is expected to be funded with the proposed financing and cash on hand.

Details

RBC Capital Markets, LLC is the dealer manager for the tender offers (877 381-2099, 212 618-7843).

Global Bondholder Services Corp. is the information agent and tender agent (866 470-3700, 212 430-3774).

The consumer products and home essentials company is based in Middleton, Wis.

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