LONDON, July 3, 2019
/PRNewswire/ -- Avon Products, Inc. (NYSE: AVP)
("Avon") announced today
the early results of its previously announced cash tender offer
(the "Tender Offer") to purchase any and all of its
outstanding 4.600% Notes due 2020 (the "Notes").
The following table presents the aggregate principal amount of
Notes accepted and not validly withdrawn as of 5:00 p.m. (New York
City time) on July 2, 2019
(the "Early Tender Date"):
Notes
|
|
CUSIP
Number
|
|
Principal
Amount
Outstanding
|
|
Aggregate
Principal Amount
Tendered as of the
Early Tender Date
|
|
Total
Consideration(1)
|
4.600% Notes due
2020(2)
|
054303AX0
|
$386,988,000
|
$274,270,000
|
$1,027.70
|
|
|
(1)
|
Per $1,000 principal
amount of the Notes. Total Consideration includes an early tender
premium. Excludes accrued and unpaid interest up to, but not
including, the Early Settlement Date (as defined below), which will
be paid in addition to the Total Consideration.
|
(2)
|
The interest rate
payable on Avon's 4.600% Notes due 2020 is subject to adjustment in
the event of a change in credit ratings and is currently at an
interest rate of 6.600% per annum.
|
Avon has accepted for purchase
all of the Notes validly tendered at or prior to the Early Tender
Date, and the settlement for such Notes occurred on July 3, 2019 (the "Early Settlement
Date"). Subject to the terms and conditions of the Tender Offer
described in the Offer to Purchase
dated June 19, 2019 (the "Offer to
Purchase"), holders who have
not tendered their Notes as of the Early Tender Date are eligible
to tender their Notes at or prior to 11:59
p.m. (New York City time)
on July 17, 2019, as such date and
time may be extended by Avon, and
receive the tender offer consideration of $997.70 per $1,000
aggregate principal amount of Notes validly tendered, plus accrued
and unpaid interest up to, but not including, the final settlement
date. Notes tendered after the Early Tender Date and at or prior to
the Expiration Date may not be withdrawn, unless Avon is required to extend withdrawal rights
under applicable law.
Avon has retained Goldman Sachs & Co. LLC
to serve as the
Dealer Manager for the Tender Offer. D.F.
King & Co.,
Inc. has been retained to serve as the Tender
Agent and Information Agent for the Tender Offer. Questions regarding
the Tender Offer may be directed to
Goldman Sachs & Co.
LLC at (800) 828-3182 (toll-free) or (212) 357-3316 (collect).
Requests for the Offer to
Purchase may be directed to D.F. King
& Co., Inc. at (212) 269-5550
(collect) or (800)
769-4414 (toll free) or by email at avon@dfking.com.
Avon is making the Tender Offer
only by, and pursuant to, the terms of the Offer to Purchase. None of us, our board of directors,
the Dealer Manager or the Tender Agent and Information Agent make
any recommendation as to whether Holders should tender or refrain
from tendering their Notes. Holders must make their own decision as
to whether to tender their Notes and, if so, the principal amount
of such Notes. The Tender Offer is not being made to holders of
Notes in any jurisdiction in which the making or acceptance thereof
would not be in compliance with the securities, blue sky or other
laws of such jurisdiction. In those jurisdictions where the
securities, blue sky or other laws require the Tender Offer to be
made by a licensed broker or dealer, the Tender Offer will be
deemed to be made on behalf of Avon by the Dealer Manager or one or more
registered brokers or dealers licensed under the laws of such
jurisdiction.
This press release does not constitute an offer to purchase
securities or a solicitation of an offer to sell any securities,
nor does it constitute an offer or solicitation in any jurisdiction
in which such offer or solicitation is unlawful.
Forward-Looking Information
In addition to historical information, this release contains
forward-looking statements that are not historical facts or
information may be forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Words such as
"estimate," "project," "forecast," "plan," "believe," "may,"
"expect," "anticipate," "intend," "planned," "potential," "can,"
"expectation," "could," "will," "would" and similar expressions, or
the negative of those expressions, may identify forward-looking
statements. Such forward-looking statements are based on
management's reasonable current assumptions, expectations, plans
and forecasts regarding Avon's
current or future results and future business and economic
conditions more generally. Such forward-looking statements involve
risks, uncertainties and other factors, which may cause the actual
results, levels of activity, performance or achievement of
Avon to be materially different
from any future results expressed or implied by such
forward-looking statements, and there can be no assurance that
actual results will not differ materially from management's
expectations. Therefore, you should not rely on any of these
forward-looking statements as predictors of future events.
Additional information identifying such factors is contained in
Item 1A of Avon's Annual Report on
Form 10-K for the year ended December 31,
2018, Avon's Quarterly
Report on Form 10-Q for the quarter ended March 31, 2019, Avon's Current Reports on Form 8-K filed on
May 22, 2019 and May 24, 2019, other reports and documents
Avon files with the Securities and
Exchange Commission and the risks described under "Certain
Significant Considerations" in the Offer to Purchase. Avon undertakes no obligation to update any
forward-looking statements.
All forward-looking statements contained in this release are
qualified in their entirety by this cautionary statement.
Forward-looking statements speak only as of the date they are or
were made, and Avon does not
intend to update or otherwise revise the forward-looking statements
to reflect events or circumstances after the date of this release
or to reflect the occurrence of unanticipated events, except as
required by law.
About Avon Products, Inc.
For 130 years Avon has stood
for women: providing innovative, quality beauty products which are
primarily sold to women, through women. Millions of independent
Representatives across the world sell iconic Avon brands such as
Avon Color and ANEW through their social networks, building their
own beauty businesses on a full- or part-time basis. Avon supports women's empowerment,
entrepreneurship and well-being and has donated over $1 billion to women's causes through Avon and the Avon Foundation.
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SOURCE Avon Products, Inc.