Spectrum Brands obtains needed consents to amend 9½% notes due 2018

By Marisa Wong

Madison, Wis., Aug. 20 - Spectrum Brands Holdings, Inc. said holders of $893,067,000, or 94.01%, of Spectrum Brands, Inc.'s $950 million outstanding 9½% senior secured notes due 2018 delivered their consents to amend the notes by 5 p.m. ET on Aug. 19, the expiration of its previously announced consent solicitation.

After receiving consents from holders of more than 75% of the outstanding principal amount, Spectrum Brands entered into a supplemental indenture amending the indenture governing the 9½% notes to remove substantially all restrictive covenants, some events of default and other related provisions and to release the collateral currently securing the notes.

According to a press release, the amendments will take effect when the company accepts for purchase a majority of the outstanding notes, and the amendments releasing the collateral will take effect when the company accepts for purchase at least 75% of the outstanding notes.

Spectrum Brands began the cash tender offer and consent solicitation on Aug. 6. The tender offer is scheduled to expire at 11:59 p.m. ET on Sept. 3. Settlement is slated for Sept. 4.

Tenders and consents may no longer be withdrawn.

Holders who tendered their notes and delivered their consents by the consent expiration will receive the total consideration of $1,116.38 for each $1,000 principal amount of notes. The total consideration includes a $30.00 consent payment.

Holders tendering after the consent expiration and before the expiration time will receive only $1,086.38 per $1,000 of notes.

The company will also pay accrued interest up to, but not including, the settlement date.

The tender offer is conditioned on the tender of notes representing a majority in principal amount by Sept. 3 and the company having received replacement financing.

The company said it intends to redeem any and all notes that remain outstanding following the tender offer.

Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-0083) and Deutsche Bank Securities Inc. (855 287-1922 or 212 250-7527) are the dealer managers and solicitation agents for the tender offer and the consent solicitation. Global Bondholder Services Corp. (866 857-2200 or 212 430-3774) is the information agent.

Spectrum Brands is a Madison, Wis.-based consumer products company.

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