New Issue: Levi Strauss $425 million 10-year notes upsized by $125 million, yield 12½%

By Paul A. Harris

St. Louis, Nov. 26 - Levi Strauss & Co. upsized to $425 million from $300 million its offering of 12¼% senior notes due Dec. 15, 2012 (B3/BB-) and priced them Tuesday at 98.581 to yield 12½%, according to a syndicate source.

Salomon Smith Barney and Banc of America Securities were joint bookrunners. Scotia Capital was joint lead. The co-managers were Credit Suisse First Boston, Fleet Securities, JP Morgan and SunTrust Robinson Humphries.

The San Francisco apparel maker will use $115 million of the proceeds from the Rule 144A offering to repay bank debt and the remainder, subject to obtaining bank waivers, to refinance $350 million 6.80% notes due Nov. 1, 2003, or to repay other debt, or for general corporate purposes.

Issuer: Levi Strauss & Co.

Amount: $425 million (increased from $300 million)

Maturity: Dec. 15, 2012

Description of securities: Senior notes

Managers:	Salomon Smith Barney, Banc of America Securities (joint books), Scotia Capital (joint lead)
Co-managers:	Credit Suisse First Boston, Fleet Securities, JP Morgan, Suntrust Robinson Humphries
Coupon:	12¼%
Price:	98.581
Yield:	12½%
Price talk:	12½% area
Spread:	840 basis points
Call features:	Callable on Dec. 15, 2007 at 106.125, then at 104.083, 102.042, declining to par on Dec. 15, 2010 and thereafter
Equity clawback:	Until Dec. 15, 2005 for 33.33% at 112.25
Settlement date:	Dec. 4, 2002
Ratings:	Moody's: B3
	Standard & Poor's: BB-
Rule 144A Cusip:	52736RAM4

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