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Amazon: Holders exchange 86.75% of Whole Foods notes in offer so far
By Susanna Moon
Chicago, Dec. 6 – Amazon.com, Inc. said holders had exchanged 86.75% of the 5.2% senior notes due 2025 issued by Whole Foods Market Inc. as of the early deadline at 5 p.m. ET on Dec. 5.
As announced Nov. 20, the issuer is offering to swap out the Whole Foods notes for new 5.2% notes due 2025 issued by Amazon.
Amazon is also soliciting consent from holders of the Whole Foods notes to amend the notes indenture to eliminate substantially all of the restrictive covenants, the change-of-control provisions, some requirements that must be met for Whole Foods Market to consolidate, merge or sell all or substantially all of its assets and certain events of default.
If the proposed amendments are adopted, any remaining Whole Foods notes not exchanged for Amazon notes will be governed by the less restrictive indenture, affording reduced protections to remaining noteholders.
For each $1,000 of Whole Food notes tendered by the early deadline, holders will receive $1,000 of new Amazon notes and $1.00 in cash.
The total exchange value includes an early payment of $30 of new notes.
Holders who tender their notes for exchange after the early deadline will receive $970 of new notes and $1.00 in cash per $1,000 of existing notes.
Holders may not tender their existing notes without consenting to the proposed amendments, and they may not consent to the proposed amendments without exchanging their existing notes.
BofA Merrill Lynch (980 387-3907 or 888 292-0070) is the dealer manager for the exchange offer.
Global Bondholder Services Corp. (866 470-3900) is the exchange and information agent.
Amazon.com, an online commerce company based in Seattle, bought Austin, Texas-based natural and organic foods supermarket Whole Foods in August.
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