By Susanna Moon
Chicago, June 5 Sherwin-Williams Co. gave more details of the exchange offers for five note series issued by Valspar Corp. in 8-K filings with the Securities and Exchange Commission.
The company began offers on May 2 to issue up to $1.55 billion principal amount of new notes in exchange for the Valspar notes until 9 a.m. ET on June 1.
Specifically, Sherwin-Williams was offering to swap out Valspars $300 million 7.25% notes due June 15, 2019, $400 million 4.2% notes due Jan. 15, 2022, $250 million 3.3% notes due Feb. 1, 2025, $350 million 3.95% notes due Jan. 15, 2026 and $250 million 4.4% notes due Feb. 1, 2045.
In exchange for tendered notes, Sherwin-Williams issued the following new issues:
$277,176,000 principal amount of 7.25% notes due June 15, 2019;
$385,909,000 principal amount of 4.2% notes due Jan. 15, 2022;
$235,324,000 principal amount of 3.3% notes due Feb. 1, 2025;
$331,342,000 principal amount of 3.95% notes due Jan. 15, 2026; and
$248,354,000 principal amount of 4.4% notes due Feb. 1, 2045.
As of 5 p.m. ET on May 31, investors had tendered for exchange the following amount of notes:
$277,206,000, or 92.4%, of the 7.25% notes, up by $1 million principal amount from the early deadline of 5 p.m. ET on May 16;
$385,909,000, or 96.48%, of the 4.2% notes, unchanged from the early deadline;
$235,329,000, or 94.13%, of the 3.3% notes, up by $150,000 from the early deadline;
$331,342,000, or 94.67%, of the 3.95% notes, unchanged from the early deadline; and
$248,369,000, or 99.35%, of the 4.4% notes, up by $500,000 from the early deadline.
The company said on June 1 that it had obtained no additional tenders for exchange in the offers for five note series issued by Valspar since the previous deadline at 5 p.m. ET on May 31.
After settlement, Valspar had outstanding about $22,794,000 of the 2019 notes, $14,091,000 million of the 2022 notes, $14,671,000 of the 2025 notes, $18,658,000 of the 2026 notes and $1,631,000 of the 2045 notes.
Along with the exchange, Sherwin-Williams was soliciting consents on behalf of Valspar to amend the notes to eliminate covenants, restrictive provisions and events of default.
The company secured the needed consents to amend the five note series in connection with a planned merger and entered into supplemental indentures to the indentures on June 2.
The total exchange value was $1,000 for each $1,000 principal amount of Valspar notes plus $1.00 in cash.
The total exchange amount included an early tender premium of $30 principal amount of new Sherwin-Williams notes for each $1,000 principal amount of Valspar notes tendered by the early tender date.
The offers are contingent upon the acquisition of Valspar by Sherwin-Williams under the agreement dated March 19.
Sherwin-Williams priced $6 billion of senior notes on May 2 in five tranches.
Global Bondholder Services Corp. (866 924-2200, 212 430-3774 or http://gbsc-usa.com/eligibility/sherwin-williams) is the exchange agent and information agent.
Sherwin-Williams is a Cleveland-based maker of paints and related products.
New issues
| Issuer: | Sherwin-Williams Co.
|
| Issue: | Notes
|
| Settlement date: | June 2
|
|
|
| 2019 notes
|
| Amount: | $277,176,000
|
| Maturity: | June 15, 2019
|
| Coupon: | 7.25%
|
|
|
| 2022 notes
|
| Amount: | $385,909,000
|
| Maturity: | Jan. 15, 2022
|
| Coupon: | 4.2%
|
|
|
| 2025 notes
|
| Amount: | $235,324,000
|
| Maturity: | Feb. 1, 2025
|
| Coupon: | 3.3%
|
| Call option: | At par beginning Nov. 1, 2024
|
|
|
| 2026 notes
|
| Amount: | $331,342,000
|
| Maturity: | Jan. 15, 2026
|
| Coupon: | 3.95%
|
| Call option: | At par beginning Oct. 15, 2025
|
|
|
| 2045 notes
|
| Amount: | $248,354,000
|
| Maturity: | Feb. 1, 2045
|
| Coupon: | 4.4%
|
| Call option: | At par beginning Aug. 1, 2044
|
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