Perrigo tenders for up to $300 million of 3.9% notes due 2024

By Marisa Wong

Los Angeles, Nov. 10 – Perrigo Co. plc announced that wholly owned finance subsidiary Perrigo Finance Unlimited Co. began a cash tender offer on Friday to purchase up to $300 million of its $700 million outstanding 3.9% senior notes due 2024 (Cusip: 714295AC6), according to a press release.

The company is offering a total consideration of $983.75 per $1,000 principal amount. The total consideration includes an early tender premium of $30 per $1,000 of notes tendered by the early tender date.

Holders tendering after the early tender date will only be eligible to receive the tender offer consideration of $953.75 per $1,000 principal amount, which is the total consideration less the early tender premium.

In both cases, the company will also pay accrued interest.

Tenders may be prorated if the tender cap is exceeded.

Notes tendered at or prior to the early tender date will have priority over any notes tendered after the early deadline.

The early tender date is 5 p.m. ET on Nov. 28, which is also the withdrawal deadline.

The tender offer will expire at 5 p.m. ET on Dec. 12.

Settlement is expected to be on Dec. 15. However, the company may choose to settle early tendered notes on an early settlement date.

The tender offer is not conditioned on any minimum amount of notes being tendered but is subject to a financing condition.

To finance the tender offer, Perrigo, through a wholly owned subsidiary, is concurrently seeking to borrow $300 million of incremental term loans under its existing senior secured credit facilities, subject to market and other conditions. Proceeds of the proposed financing, together with cash on hand or other sources of liquidity, are expected to be used to pay for the notes accepted for purchase under the tender offer and to pay all related fees and expenses.

Prior to the maturity of the notes, the issuer intends to use cash on hand to repay the notes that remain outstanding after the consummation of the tender offer.

The company said it is looking to take these actions to enhance financial flexibility, meet near-term debt commitments and support its strategic plans.

The dealer manager for the tender offer is J.P. Morgan Securities LLC (866 834-4666 or 212 834-4087).

D.F. King & Co., Inc. (212 269-5550 for banks and brokers, 800 290-6432; perrigo@dfking.com) is the tender and information agent.

Perrigo is a Dublin-based provider of self-care and over-the-counter health and wellness products.

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