Tupperware accepts tenders for $97.4 million of 4¾% notes so far

By Sarah Lizee

Olympia, Wash., June 24 – Tupperware Brands Corp. announced that it has accepted $97.4 million of notes under its two tender offers to purchase for cash up to $175 million of its $600 million 4¾% senior notes due 2021, according to a press release.

By the expiration time of the first offer, 11:59 p.m. ET on June 23, holders had tendered $64,752,000 of the notes.

By the early tender date of the second offer, 5 p.m. ET on June 23, holders had tendered $32.65 million of the notes.

The first offer’s expiration date had been extended from 11:59 p.m. ET on June 22 previously.

The second offer is set to expire at 11:59 p.m. ET on July 8.

Tendered notes may no longer be withdrawn under either offer.

As previously reported, holders who validly tendered their notes under the second offer at or prior to the second offer early tender date are eligible to receive $575 for each $1,000 principal amount of the notes they tendered in the second offer and that were accepted for purchase. The second offer total consideration includes the early tender payment of $40 per $1,000 principal amount of notes. Holders who tender their notes after the second offer early tender time but at or prior to the second offer expiration time will be eligible to receive only $535 per $1,000 principal amount of notes.

The second offer maximum amount was set at $175 million, less the aggregate principal amount of the notes validly tendered and not validly withdrawn under the first offer and accepted for purchase in the second offer.

The second offer was subject to at least $140 million of notes being validly tendered in the second offer, but the company said it waived this condition.

The amount of notes purchased in the second offer will be based on order of priority, with notes tendered prior to the early tender date of the first offer given first priority, notes tendered prior to the expiration date of the first offer and notes tendered prior to the early tender date of the second offer given second priority, and notes tendered prior to the expiration time of the second offer given third priority.

Because notes were tendered and accepted for purchase in the second offer, all holders who tendered their notes in the first offer by the expiration time will be eligible to receive $575 per $1,000 principal amount of notes they tendered and that were accepted for purchase.

Had no notes been accepted for purchase under the second offer, holders who tendered their notes under the first offer at or prior to the early tender date would have been eligible to receive $450 for each $1,000 principal amount of notes, which included an early tender payment of $30 per $1,000 principal amount of notes, and holders who validly tendered their notes after the early tender time but at or prior to the expiration time would have only been eligible to receive $420 per $1,000 principal amount of notes.

Holders will also receive accrued interest.

The tender offers may be subject to proration.

The dealer manager for both offers is Moelis & Co. LLC (888 399-8991).

The tender agent and information agent for both offers is D.F. King & Co. (800 207-3159, 212 269-5550 for banks and brokers, tup@dfking.com).

Tupperware is an Orlando, Fla.-based multi-level marketing company with a main focus on kitchen and household products.

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