Wendy's wraps tenders for 22% of 10% notes due 2016 under tender offer

By Susanna Moon

Chicago, May 15 - Wendy's Co. said its subsidiary Wendy's Restaurants, LLC purchased $124.225 million, or about 22%, of its $565 million of 10% senior notes due 2016 after a tender offer for the securities expired at midnight ET on May 14.

The company plans to redeem any remaining notes on July 16, according to a company press release.

Wendy's amended the tender offer on May 8 in order to waive the requirement to complete the tender that it receive sufficient consents to amend the note indenture.

As of the early tender deadline of 5 p.m. ET on April 30, holders had tendered only $95,701,000 principal amount, or 16.9%, of the outstanding notes.

Wendy's previously amended the offer on May 1 to extend the total payment of $1,081.25 per $1,000 principal amount of notes, which includes an early tender premium/consent payment of $20.00, for all notes tendered under the offer.

The company originally planned to pay the early tender premium only to holders who tendered by the early tender deadline.

Holders also received accrued interest up to but excluding the payment date.

The company solicited consents to amend the notes to eliminate substantially all of the restrictive covenants and some event-of-default provisions contained in the indenture governing the notes.

Holders could not tender their notes without delivering their consents, and holders could not deliver their consents without tendering their notes.

Notes purchased through the offer were canceled.

The offer was made in connection with a proposed refinancing of the debt of Wendy's Restaurants, including the notes and the debt outstanding under Wendy's Restaurants' existing senior secured credit agreement.

Wendy's closed a $200 million revolving credit facility and a $1.13 billion term loan on May 15.

The tender offer was conditioned on the completion of the financing transactions.

The dealer manager and solicitation agent is Bank of America Merrill Lynch (888 292-0070 or 646 855-3401). The information agent is Global Bondholder Services Corp. (866 294-2200 or 212 430-3774).

Wendy's is a quick-service hamburger company based in Dublin, Ohio.

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