Perrigo gets tenders for 95.27% of 2.95% notes, redeems remainder

By Jennifer Chiou

New York, Dec. 31 - Perrigo Co. obtained tenders for $571,647,000 aggregate principal amount, or 95.27%, of its $600 million of 2.95% notes due 2023 in the offer that ended at 8 a.m. ET on Dec. 23, according to an 8-K filing with the Securities and Exchange Commission.

The tender amount was unchanged from 5 p.m. ET on Nov. 19, the consent date.

On Dec. 27, the company redeemed the remaining $28,353,000 aggregate principal amount of notes at a price of $1,003.44 per $1,000 principal amount of notes, including accrued interest.

The company previously said it obtained enough consents to proposed amendments to the indenture governing the notes that will 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.

The total purchase price in the tender offer was $1,008.65 for each $1,000 par amount of notes tendered by the consent deadline, which included a consent amount of $30.00 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%.

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

The tender offer began on Nov. 5.

The offer and the consent solicitation were 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 were 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 was 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.

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