Spectrum Brands gives final results of tender offer for 6 5/8% notes

By Sarah Lizee

Olympia, Wash., Oct. 8 – Spectrum Brands Holdings, Inc. announced the final tender of wholly owned subsidiary Spectrum Brands, Inc.’s cash tender offer for any and all of its $285 million of 6 5/8% senior notes due 2022.

As of 11:59 p.m. ET on Oct. 7, $168,538,000 of the notes had been tendered, including the $167,574,000 already purchased by the company in connection with settlement of the early tenders.

The company said it will accept all tendered notes for purchase.

Following the expiration, the company issued a notice of redemption for the remaining $116,462,000 of notes. The notes will be redeemed on Nov. 15 at 101.1042 plus accrued interest to the redemption date of about $33.125 per $1,000 principal amount.

As previously reported, Spectrum Brands was also soliciting from holders consents to some proposed amendments to the indenture governing the notes. The proposed amendments would eliminate substantially all of the restrictive covenants and some events of default in the indenture.

The consent solicitation expired at 5 p.m. ET on Sept. 23, by which time holders of $167,574,000, or 58.5%, of the outstanding notes had tendered their notes and delivered their consents. The amount was sufficient to pass the amendments, and a supplemental indenture effecting the amendments has been executed.

Holders delivering consents by that time were eligible to receive a consent payment in cash of $30 per $1,000 principal amount of notes, on top of the tender offer consideration of $987.25 per $1,000 principal amount, for a total consideration of $1,017.25 per $1,000 of notes.

Holders tendering after the consent solicitation expiration time are entitled to receive the tender offer consideration but not the consent payment.

The final settlement date was expected to be Oct. 8.

The tender offer was conditioned on Spectrum Brands completing an offering of $300 million of senior notes due 2029 and obtaining the required consents to effect the proposed changes to the existing notes. The tender offer was not, however, conditioned on any minimum amount of notes being tendered.

Spectrum Brands intends to fund the tender offer using proceeds from a recent divestiture of its Global Auto Care business, which it sold to Energizer Holdings, Inc. on Jan. 28, 2019, plus cash on hand.

Credit Suisse Securities (USA) LLC (800 820-1653 or 212 325-2476) and RBC Capital Markets, LLC (877 381-2099 or 212 618-7843) are dealer managers for the tender offer.

Global Bondholder Services Corp. (866 470-3700 or 212 430-3774) is the tender agent and information agent.

The consumer products company is based in Middleton, Wis.

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