Tupperware extends, gives early results of tender, opens second offer

By Sarah Lizee

Olympia, Wash., June 11 – Tupperware Brands Corp. announced the early results and extension of its offer to purchase for cash up to $175 million of its $600 million 4¾% senior notes due 2021, according to a press release.

The existing tender offer was extended to 11:59 p.m. ET on June 23 from 11:59 p.m. ET on June 22 previously.

By the early tender date of the existing offer, 5 p.m. ET on June 8, $64,047,000 of the notes had been tendered. Tendered notes may no longer be withdrawn.

In addition, the company announced that it launched a second offer to purchase for cash a capped amount of the notes. The new offer expires at 11:59 p.m. ET on July 8.

Tendered notes under the new offer may be withdrawn at or prior to 5 p.m. ET on June 23, the new offer early tender date.

Holders who validly tender their notes under the new offer at or prior to the new offer early tender date will be eligible to receive $575 for each $1,000 principal amount of the notes they tender in the new offer and that are accepted for purchase. The new offer total consideration includes the early tender payment of $40 per $1,000 principal amount of notes. Holders who tender their notes after the new offer early tender time but at or prior to the new offer expiration time will be eligible to receive only $535 per $1,000 principal amount of notes.

The new offer maximum amount is $175 million, less the aggregate principal amount of the notes validly tendered and not validly withdrawn under the existing offer and accepted for purchase in the new offer.

The new offer is subject to at least $140 million of notes being validly tendered in the new offer.

The amount of notes purchased in the new offer will be based on order of priority, with notes tendered prior to the early tender date of the existing offer given first priority, notes tendered prior to the expiration date of the existing offer and notes tendered prior to the early tender date of the new offer given second priority, and notes tendered prior to the expiration time of the new offer given third priority.

If notes are tendered and accepted for purchase in the new offer, holders who tendered their notes in the existing offer by the expiration time will now be eligible to receive $575 per $1,000 principal amount of notes they tender and that are accepted for purchase.

If no notes are accepted for purchase under the new offer, holders who tendered their notes under the existing offer at or prior to the early tender date will be eligible to receive $450 for each $1,000 principal amount of notes. The total consideration includes an early tender payment of $30 per $1,000 principal amount of notes. Holders who validly tendered their notes after the early tender time but at or prior to the expiration time will be eligible to receive only the tender offer consideration, $420 per $1,000 principal amount of notes.

Holders will also receive accrued interest.

The tender offers may be subject to proration.

The dealer manager for both offers is Moelis & Co. LLC (888 399-8991).

The tender agent and information agent for both offers is D.F. King & Co. (800 207-3159, 212 269-5550 for banks and brokers, tup@dfking.com).

Tupperware is an Orlando, Fla.-based multi-level marketing company with a main focus on kitchen and household products.

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