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Published on 7/11/2023 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

Avon tenders, solicits consents for 6.95% notes due 2043

By Wendy Van Sickle

Columbus, Ohio, July 11 – Avon Products, Inc. began a cash tender offer for any and all of its $216,085,000 outstanding 6.95% notes due 2043 (Cusip: 054303AZ5), according to a news release Tuesday.

The company is offering a total consideration per $1,000 note of $1,187.50, which includes an early tender payment of $50 that will be paid only to holders who tender their notes and deliver their consents under a related consent solicitation by the early deadline of 5 p.m. ET on July 24, which is also the withdrawal deadline.

The company will also pay accrued interest to the settlement date.

The offer and solicitation will expire at 5 p.m. ET on Aug. 7.

Under the consent solicitation, Avon is seeking approval of some amendments to the Feb. 27, 2008 indenture governing the notes to eliminate substantially all of the covenants as well as certain events of default and related provisions.

For passage, the proposed amendments require the approval of holders of a majority in principal amount of the outstanding notes. Holders may not deliver consents without tendering notes and holders who tender their notes will be deemed to have delivered consents.

As of July 11, Avon said it had received the written commitment of holders 64.58% of the principal amount of notes to tender their notes in the offer and deliver their consents.

The offer is subject to conditions including a financing condition that relates to intercompany financing received from one of Avon’s affiliates.

D.F. King & Co., Inc. (800 992-3086, 212 269-5550 or avon@dfking.com) is the tender and information agent for the tender offer and consent solicitation.

HSBC Securities (USA) Inc. (888 HSBC-4LM or 212 525-5552) and Mizuho Securities USA LLC (866 271-7403 or 212 205-7736) are the dealer managers and solicitation agents.

Avon is a New York-based manufacturer and marketer of beauty care products.


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