Levi Strauss tenders for $350 million of 8 7/8% notes due 2016

By Toni Weeks

San Diego, April 24 - Levis Strauss & Co. said it began a cash tender offer for any and all of its outstanding $350 million of 8 7/8% senior notes due 2016, according to a press release.

The company is also soliciting consents from the noteholders to amend the indenture under which the notes were issued to eliminate or make less restrictive most of the restrictive covenants and related events of default in the indenture.

The offer will expire at midnight ET on May 21.

Levi Strauss will pay $1,033.33, including a $30.00 consent payment, for every $1,000 principal amount of notes tendered and accepted on or before the consent payment deadline, 5 p.m. ET on May 7. Holders tendering their notes after that deadline but before the expiration of the offer will receive $1,033.33 per $1,000 principal amount of notes. The company will also pay accrued interest up to but excluding the payment date.

Settlement for the notes tendered by the consent payment deadline is expected May 8. The company said settlement for the notes tendered and accepted after the consent payment deadline but before the expiration of the offer will occur promptly after the offer expiration.

The tender offer is contingent on holders representing at least a majority of the notes in principal amount tendering their notes and delivering the consents as well as the company receiving financing of at least $350 million prior to the expiration date of the tender offer.

Bank of America Merrill Lynch (888 292-0070 or 626 855-3401) will be the dealer manager and solicitation agent. The document agent is Global Bondholder Services Corp. (866 807-2200 or 212 430-3774).

San Francisco-based Levi Strauss is a producer of apparel.

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