Panasonic gets needed consents for three notes for reorganization

By Marisa Wong

Los Angeles, Nov. 17 – Panasonic Corp. received consents from holders of a majority in principal amount of each of three note series approving proposed amendments relating to the company’s reorganization, according to a Wednesday press release.

The consent solicitation began on Nov. 8 and expired at 5 p.m. ET on Nov. 16.

The company solicited consents for its $1 billion outstanding 2.536% senior notes due 2022 (Cusips: J6354YAN4, 69832AAA4), $1 billion outstanding 2.679% senior notes due 2024 (Cusips: J6354YAP9, 69832AAB2) and $500 million outstanding 3.113% senior notes due 2029 (Cusips: J6354YAQ7, 69832AAC0).

As previously reported, Panasonic will be reorganizing in April 2022. There will be a series of corporate splits, including a name change from Panasonic Corp. to Panasonic Holdings Corp. with the business split into nine wholly owned operating subsidiaries. The reorganization does not depend on the consent solicitation, but it will allow the issuer to reorganize in a more efficient manner.

The consent solicitation specifically permits the reorganization. It confirms that the obligor of the bonds will remain unchanged. It also provides that neither the reorganization nor the corporate splits will be treated as a succession event.

The consent solicitation is not expected to impact the ratings on the notes (Baa1/A-).

Consenting holders who delivered consents by the expiration time will receive $1.00 for each $1,000 note.

The consent payments were conditioned on Panasonic receiving the required amount of consents for each series.

The supplemental indentures will become operative after the consent fees are paid, which is expected to be on Nov. 18.

Merrill Lynch International is the solicitation agent (+44 20 7996 5420, 980 387-3907, 888 292-0070, DG.LM-EMEA@bofa.com).

D.F. King & Co., Inc is the information and tabulation agent for the offer (800 769-7666, 212 269-5550, panasonic@dfking.com, https://sites.dfkingltd.com/panasonic).

Panasonic is an electronics company based in Kadoma-shi, Osaka, Japan.

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