Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
March 29 2017 - 5:27PM
Edgar (US Regulatory)
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Free Writing Prospectus
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Filed Pursuant to Rule 433
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(To the Preliminary Prospectus Supplement
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Registration No. 333-212975
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dated March 29, 2017)
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March 29, 2017
Pricing Term Sheet
5.25% Senior Notes Due 2025
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Issuer:
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B&G Foods, Inc.
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Title of Securities:
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5.25% Senior Notes due 2025
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Aggregate Principal Amount:
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$500,000,000
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Maturity:
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April 1, 2025
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Coupon:
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5.25%
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Price to Public:
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100.000%
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Yield to Maturity:
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5.25%
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Spread to Benchmark Treasury:
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294 basis points
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Benchmark Treasury:
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UST 2.00% due February 15, 2025
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Interest Payment Dates:
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April 1 and October 1, commencing October 1, 2017
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Record Dates:
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March 15 and September 15
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Make-whole call:
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At any time prior to April 1, 2020, at a discount rate equal to the “Treasury Rate” (as defined in the prospectus) plus 50 basis points
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Optional Redemption:
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On or after the following dates and at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, on the notes redeemed:
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Date
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Percentage
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April 1, 2020
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103.9375
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%
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April 1, 2021
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102.6250
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%
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April 1, 2022
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101.3125
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%
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April 1, 2023
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100.0000
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%
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Optional Redemption with Equity Proceeds:
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Up to 40% at 105.25% prior to April 1, 2020
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Change of Control:
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101% plus accrued and unpaid interest, if any
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Trade Date:
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March 29, 2017
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Settlement Date:
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April 3, 2017 (T+3)
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CUSIP / ISIN:
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05508R AE6 / US05508RAE62
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Ratings:*
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B3 (Moody’s) / B+ (S&P)
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Gross Spread:
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1.250%
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Joint Bookrunning Managers:
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Barclays Capital Inc.
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
RBC Capital Markets, LLC
BMO Capital Markets Corp.
Credit Suisse Securities (USA) LLC
Deutsche Bank Securities Inc.
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Co-Managers:
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Citizens Capital Markets, Inc.
Rabo Securities USA, Inc.
TD Securities (USA) LLC
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*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. toll-free at 1-888-603-5847.
Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers were automatically generated as a result of this communication being sent via email or another communication system.
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