Perrigo prices tender offer for 2.95% notes, collects needed consents

By Susanna Moon

Chicago, Nov. 21 - Perrigo Co. said it priced the tender offer for its $600 million principal amount of 2.95% notes due 2023.

The company also received tenders for $571,647,000 million principal amount, or 95.27%, of notes by 5 p.m. ET on Nov. 19, the consent date, which was enough to amend the notes, according to a company news release.

The company is soliciting consents to proposed amendments to the indenture governing the notes that would eliminate substantially all of the restrictive covenants and some event-of-default and defeasance provisions from the indenture and reduce the minimum redemption notice period to three business days from 30 days, as previously announced.

The supplemental indenture will become operative when the tendered notes are settled on Dec. 23, the press release noted.

The total purchase price will be $1,008.65 for each $1,000 par amount of notes tendered by the consent deadline, which includes a consent amount of $30 per $1,000 of notes.

Pricing was set using a yield on the bid-side price of the 2% Treasury note due 2023 plus a fixed spread of 20 basis points at 2 p.m. ET on Nov. 20. The reference yield was 2.642%, and the tender offer yield was 2.842%.

Based on a reference yield of 2.534% as of 2 p.m. ET on Nov. 4, the hypothetical total consideration is $1,017.38.

Holders may not tender their notes without delivering their consents and vice versa.

The tender offer will continue until 8 a.m. ET on Dec. 23. The offer began Nov. 5.

Holders will also receive accrued interest up to but excluding the settlement date.

The tender offer and the consent solicitation are conditioned on financing and the completion of the company's acquisition of Elan Corp., plc.

Perrigo priced $2.3 billion of notes in four tranches on Nov. 5.

The dealer managers and solicitation agents are Barclays (212 528-7581 or 800 438-3242) and HSBC Securities (USA) Inc. (212 525-5552 or 888 HSBC 4 LM). The information agent and tender agent is D.F. King & Co. Inc. (212 269-5550 for banks and brokers, 800 290-6426 for all others or perrigo@dfking.com).

Allegan, Mich.-based Perrigo develops and manufactures over-the-counter and generic prescription pharmaceuticals, infant formulas, nutritional and animal health products, dietary supplements and active pharmaceutical ingredients.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.