Sealed Air settles early tenders for 81.04% of 7 7/8% notes due 2017

By Susanna Moon

Chicago, March 21 - Sealed Air Corp. said investors tendered $324,167,000 principal amount, or 81.04%, of its outstanding $400 million 7 7/8% senior notes due 2017 by the consent payment deadline of 5 p.m. ET on March 20.

Sealed Air received consents for more than a majority of the notes, the threshold needed to amend the notes, and thus executed a supplemental indenture to the notes, according to a company press release and an 8-K filing with the Securities and Exchange Commission.

The company solicited consents to eliminate some of the restrictive covenants in the note indenture, and the changes became operative when the company settled the tendered notes on March 21, the release noted.

The total payment was $1,056.25, including a $30.00 consent payment, for each $1,000 principal amount of notes tendered by the consent payment deadline.

Holders who tender after the consent payment deadline will only receive the tender offer payment of $1,026.25 per $1,000 of notes.

The company also will pay accrued interest to but excluding the payment date.

The tender offer will continue until 11:59 p.m. ET on April 3. The offer began on March 7.

Tendered notes may no longer be withdrawn.

The tender offer was conditioned on the company receiving consents from holders of a majority in principal amount of the outstanding notes, which has now been satisfied.

The offer is also subject to a financing condition. The company priced $425 million of non-callable 10-year senior notes at par to yield 5¼% on March 7.

BofA Merrill Lynch (888 292-0070 or 980 387-3907) is the dealer manager and solicitation agent. Global Bondholder Services Corp. (866 387-1500 or 212 430-3774) is the information agent.

The Elmwood Park, N.J.-based company previously launched a tender offer for the 7 7/8% notes alongside an offer for its 5 5/8% senior notes due 2013 on Nov. 13. The prior offer for the 7 7/8% notes was terminated on Nov. 16.

Sealed Air is a food safety and security, facility hygiene and product protection company.

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