ADM to pay $961.42 million to settle tender offer for 11 note series

By Susanna Moon

Chicago, July 1 – Archer-Daniels-Midland Co. said it accepted for purchase tenders for $794,348,000 of 11 series of notes in the offer that ended at 5 p.m. ET on June 30.

ADM will pay a total price of $961,416,860.46 for the accepted notes, with settlement set for July 1, according to a company notice.

The cash tender offer for up to $1 billion of the 11 note series began June 1.

The breakdown for the tendered amounts was as follows, with the notes listed in order of priority acceptance level:

• $13,584,000 of the $172,103,000 of 6.95% debentures due 2097;

• $130,008,000 of the $600 million 5.375% debentures due 2035;

• $217,428,000 of the $595,796,000 5.765% debentures due 2041;

• $37,553,000 of the $420,208,000 5.935% debentures due 2032;

• $22,390,000 of the $182,213,000 6.625% debentures due 2029;

• $5,131,000 of the $123.58 million 6.75% debentures due 2027;

• $36,406,000 of the $186,668,000 7.5% debentures due 2027;

• $20,168,000 of the $184.58 million 7% debentures due 2031;

• $26,964,000 of the $153,683,000 6.45% debentures due 2038;

• $34,719,000 of the $295.3 million 8.375% debentures due 2017; and

• $322,843,000 of the $750 million 4.479% debentures due 2021.

The offer for the 4.479% debentures included a sub-cap of $250 million.

ADM accepted for purchase all of the notes with acceptance priority levels through 10. Because the amount of the 4.479% debentures due 2021 had a sub-cap, ADM said it accepted for purchase on a pro rata basis $249,997,000, or about 77.4%, of the notes tendered.

Pricing details

The total purchase price for each $1,000 principal amount was set at $1,438.63 for the 6.95% debentures, $1,181.42 for the 5.375% debentures, $1,262.55 for the 5.765% debentures, $1,246.38 for the 5.935% debentures, $1,288.40 for the 6.625% debentures, $1,289.85 for the 6.75% debentures, $1,346.23 for the 7.5% debentures, $1,338.26 for the 7% debentures, $1,334.42 for the 6.45% debentures, $1,131.43 for the 8.375% debentures and $1,120.94 for the 4.479% debentures.

The total purchase was calculated based on the present value of future payments on the debentures discounted to the settlement date at a rate equal to the sum of the yield to maturity for the reference security.

Pricing was set using the bid-side price at 11 a.m. ET on June 15 plus a fixed spread as follows:

• 6.95% debentures due 2097 will be priced using the 2.5% Treasury note due Feb. 15, 2045 plus 170 basis points;

• 5.375% debentures due 2035 using 2.5% Treasury note due Feb. 15, 2045 plus 95 bps;

• 5.765% debentures due 2041 using 2.5% Treasury note due Feb. 15, 2045 plus 100 bps;

• 5.935% debentures due 2032 using 2.5% Treasury note due Feb. 15, 2045 plus 85 bps;

• 6.625% debentures due 2029 using 2.125% Treasury note due May 15, 2025 plus 155 bps;

• 6.75% debentures due 2027 using 2.125% Treasury note due May 15, 2025 plus 145 bps;

• 7.5% debentures due 2027 using 2.125% Treasury note due May 15, 2025 plus 145 bps;

• 7% debentures due 2031 using 2.5% Treasury note due Feb. 15, 2045 plus 95 bps;

• 6.45% debentures due 2038 using 2.5% Treasury note due Feb. 15, 2045 plus 105 bps;

• 8.375% debentures due 2017 using 0.625% Treasury note due May 31, 2017 plus 25 bps; and

• 4.479% debentures due 2021 using 1.375% Treasury note due April 30, 2020 plus 50 bps.

The total purchase price included a $30.00 early tender premium for each $1,000 principal amount of notes tendered 5 p.m. ET on June 12, the early tender date.

Holders who tendered their notes after the early tender deadline will receive the total amount less the early premium.

The tender offers were subject to a financing condition, which was satisfied.

Barclays (800 438-3242 or 212 528-7581), BofA Merrill Lynch (888 292-0070), Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) and J.P. Morgan Securities LLC (800 834-4666 or 212 834-4811) are the lead dealer managers. D.F. King & Co., Inc. (866 342-8290 or 212 269-5550) or at adm@dfking.com) is the tender and information agent.

Based in Decatur, Ill., ADM is an agricultural products processing company.

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