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Published on 3/2/2021 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

Spectrum Brands gives early tender results for 6 1/8%, 5¾% notes

By Taylor Fox

New York, March 2 – Spectrum Brands Holdings, Inc. wholly owned subsidiary Spectrum Brands, Inc. announced the early results on its tender offers for its 6 1/8% senior notes due 2024 (Cusip: 84762LAS4) and its 5¾% senior notes due 2025 (Cusip: 84762LAU9), according to a press release.

The company also announced it has received the consents needed to amend the 2024 notes, as of the 5 p.m. ET March 1 consent solicitation expiration time.

2024 tender offer

As previously reported, Spectrum offered to purchase any and all of its $250 million outstanding 6 1/8% senior notes due 2024.

As of the consent expiration time, $165,527,000 of the notes were tendered and accepted.

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 to be paid to holders who delivered consents.

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

Tenders may no longer be withdrawn.

The tender offer consideration for the notes is $974.10 per $1,000 of notes tendered after the consent expiration time.

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 planned redemption, the notes would be redeemed at 102.042, less than the total consideration under the tender offer.

2024 consent solicitation

The company received consents representing 66.21% of the outstanding 2024 notes.

The consent solicitation will 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 some events of default in the 2024 note indenture.

2025 tender offer

The company also conducted a tender offer for up to $500 million of its $1 billion outstanding 5¾% senior notes due 2025.

As of the early tender time, Spectrum received tenders for $584,821,000, or 58.48%, of the outstanding amount of 2025 notes.

The offer was oversubscribed, so the company has accepted for purchase $550,033,000 of the tendered notes. No additional 2025 notes tendered will be accepted for purchase.

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

Early settlement is expected on March 3.

The tender offer consideration was set at $982.10 per $1,000 note for notes tendered after the early tender deadline but before the tender offer expiration time at 11:59 p.m. ET on March 15.

Late settlement was slated for March 17.

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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