Kellogg announces final tender results for notes from five series

By Sarah Lizee

Olympia, Wash., Aug. 21 – Kellogg Co. announced final tender results of its offers to purchase for cash any and all of its 4.15% senior notes due 2019 and some of the notes from four series.

By the expiration time of 11:59 p.m. ET on Aug. 20, the following amounts were tendered:

• $191,009,000 of 4.15% senior notes due 2019, all of which were accepted for a total consideration of $1,004.95 per $1,000 note, with pricing based on 15 basis points over the 3.375% U.S. Treasury due Nov. 15, 2019;

• $296,264,000 of 4% senior notes due 2020, with $248,053,000 accepted for a total consideration of $1,027.60 per $1,000 note, with pricing based on a fixed spread of 35 bps over the 1.625% U.S. Treasury due June 30, 2021;

• $201,947,000 of 3.25% senior notes due 2021, all of which were accepted for a total consideration of $1,024.73 per $1,000 note, with pricing based on a fixed spread of 25 bps over the 1.625% U.S. Treasury due June 30, 2021;

• $300,986,000 of 2.65% senior notes due 2023, with $49,939,000 accepted for a total consideration of $1,030.34 per $1,000 note, with pricing based on the 1.75% U.S. Treasury due June 30, 2024 and a fixed spread of 45 bps; and

• $64,751,000 principal amount tendered of 3.4% senior notes due 2027, with none accepted.

The company said Wednesday that it has called for redemption all of the remaining 4.15% notes that were not purchased in the offers. The redemption date will be Sept. 8.

As previously reported, the sublimit for Kellogg’s 4% senior notes due 2020 was increased to up to $248,053,000 aggregate principal amount, the sublimit for the 3.25% senior notes due 2021 was increased to up to $201,947,000, and the sublimits for the 2.65% senior notes due 2023 and the 3.4% senior notes due 2027 were increased to up to $75 million each.

Holders who tendered their notes at or prior to 5 p.m. ET on Aug. 6, the early tender date, were eligible to receive the total consideration, including an early tender premium of $30 per $1,000 principal amount of notes.

The company will also pay accrued and unpaid interest from and including the last interest payment date up to but excluding the applicable settlement date, which was Aug. 9 for early tenders and is Aug. 22 for any final tenders.

Notes under the maximum offer were subject to proration.

The tender offers are conditioned on completion of Ferrero International SA’s acquisition of certain of Kellogg’s businesses.

BofA Securities Inc. (980 387-3907 or 888 292-0070), Citigroup Global Markets Inc. (212 723-6106 or 800 558-3745) and J.P. Morgan Securities LLC (212 834-8553 or 866 834-4666) are acting as lead dealer managers for the offers.

The information and tender agent is D.F. King & Co., Inc. (800 499-8159 or 212 269-5550 or e-mail kelloggs@dfking.com).

Kellogg is a food manufacturing company based in Battle Creek, Mich.

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