Snyder's-Lance merger results in amendment of purchase agreement for $100 million 5.72% notes

By Lisa Kerner

Charlotte, N.C., Dec. 13 - Snyder's-Lance, Inc. assumed the obligations of Snyder's Manufacturing for $100 million of 5.72% senior notes due June 12, 2017 sold under a 2007 note purchase agreement, including the obligation to pay all amounts due under the notes.

The change was made on Dec. 7 in connection with the merger of Snyder's of Hanover, Inc. into Lima Merger Corp., a wholly owned subsidiary of Lance, Inc., according to an 8-K filing with the Securities and Exchange Commission.

In addition, Snyder's was released from its guaranty of the notes.

Snyder's-Lance paid each noteholder an amendment fee equal to 0.05% of the outstanding principal amount of the notes held by each noteholder when entering into the restated note purchase agreement.

The company may prepay and redeem all or a portion of the notes at any time and from time to time, in each case for a price equal to par plus accrued interest, if any, plus a make-whole premium.

Covenants under the restated agreement limit Snyder's-Lance's transactions with affiliates, mergers and acquisitions, liens, dispositions of assets, subsidiary debt and certain dividends and distributions.

Snyder's-Lance, a Charlotte, N.C.-based snack food company, must not permit the total debt to EBITDA ratio for any computation period to be greater than 3.25 to 1 or 3.5 to 1 with respect to no more than four consecutive computation periods following a material acquisition.

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