Moy Park (Bondco) Plc (the “Issuer”), a financing subsidiary of Moy
Park Holdings (Europe) Limited and an indirect subsidiary of
Pilgrim’s Pride Corporation (“PPC”), today announced the early
tender results in connection with its previously announced offer to
purchase for cash (the “Tender Offer”) and consent solicitation
(“Consent Solicitation”) with respect to any and all of its
outstanding 6.25% Senior Notes due 2021 (the “Notes”) (ISIN Nos.
XS1072495242 and XS1072495754). The consent payment deadline
for the Tender Offer and Consent Solicitation occurred at 10:00
p.m., London time, on March 6, 2018 (the “Consent Payment
Deadline”).
The Issuer has been advised that as of the
Consent Payment Deadline £233,138,000 in aggregate principal amount
of the Notes, representing 78.02% of the outstanding Notes have
been validly tendered pursuant to the Tender Offer and consented
pursuant to the Consent Solicitation.
The Issuer has elected to exercise the Early
Purchase Option, and expects the Early Payment Date to be on or
around March 8, 2018.
Holders of Notes who have validly tendered their
Notes at or prior to the Consent Payment Deadline are eligible to
receive the Total Consideration described in the Offer to Purchase,
which includes a consent payment of £30.00 per £1,000 principal
amount of Notes (the “Consent Payment”), plus accrued and unpaid
interest from the most recent interest payment date to, but not
including the Early Payment Date.
The Issuer intends to execute a supplemental
indenture (the “Supplemental Indenture”) to the indenture governing
the Notes (the “Indenture”), which will eliminate substantially all
of the restrictive covenants, as well as various events of default
and related provisions contained in the Indenture. Adoption of the
proposed amendments (the “Proposed Amendments”) to the Indenture
requires consents of holders of a majority in aggregate principal
amount of the Notes outstanding. The Issuer has obtained the
required consents for the Proposed Amendments to the
Indenture. The Supplemental Indenture will become operative
on the Early Payment Date. Any Notes not tendered and
purchased pursuant to the Tender Offer will remain outstanding and
will be governed by the terms of the Indenture, as amended by the
Supplemental Indenture.
Holders of Notes who have not yet tendered their
Notes have until 4:00 p.m., London time, on March 21, 2018, unless
extended by the Issuer (such time and date, as the same may be
extended, the “Expiration Time”) to tender their Notes pursuant to
the Tender Offer. Any holders of Notes who validly tender their
Notes after the Consent Payment Deadline but at or prior to the
Expiration Time will be eligible to receive the Tender Offer
Consideration, but not the Consent Payment.
The terms and conditions of the Tender Offer and
the Consent Solicitation, as well as the Proposed Amendments, are
described in the Offer to Purchase and Consent Solicitation
Statement dated February 21, 2018 (as may be amended or
supplemented, the “Offer to Purchase”).
Following the consummation of the Tender Offer
and subject to the satisfaction of a financing condition as
described in the Offer to Purchase, we currently intend to redeem
any Notes that remain outstanding on or after May 29, 2018 in
accordance with the “optional redemption” provision in the
Indenture, at a price of 101.5625% of the aggregate principal
amount of the Notes, plus accrued and unpaid interest.
The obligation of the Issuer to purchase Notes
in the Tender Offer is conditioned on the satisfaction or waiver of
certain conditions described in the Offer to Purchase, including a
financing condition as described in the Offer to Purchase. The
Issuer has the right, in its sole discretion, to amend or terminate
the Tender Offer or the Consent Solicitation at any time.
Copies of the Offer to Purchase are available to
holders of Notes, subject to eligibility confirmation and
registration, via the Offer Website
(https://sites.dfkingltd.com/moypark) or from D.F. King Limited,
the information agent for the Tender Offer and the Consent
Solicitation (the “Information Agent”). Requests for copies of the
Offer to Purchase should be directed to the Information Agent at
+44 (0) 20 7920 9700 or moypark@dfkingltd.com.
Barclays Capital Inc. has been engaged to act as
Dealer Manager and Solicitation Agent in connection with the Tender
Offer and the Consent Solicitation. Questions regarding the Tender
Offer and the Consent Solicitation may be directed to Barclays at
its telephone numbers set forth on the back cover of the Offer to
Purchase.
The Issuer reserves the right, in its sole
discretion, not to accept any tenders of Notes or deliveries of
consents for any reason. The Issuer is making the Tender Offer and
the Consent Solicitation only in those jurisdictions where it is
legal to do so.
Neither the Offer to Purchase nor any related
documents have been filed with the U.S. Securities and Exchange
Commission, nor have any such documents been filed with or reviewed
by any federal or state securities commission or regulatory
authority of any country. No authority has passed upon the accuracy
or adequacy of the Offer to Purchase or any related documents, and
it is unlawful and may be a criminal offense to make any
representation to the contrary.
This announcement is not an offer to purchase, a
solicitation of an offer to purchase or a solicitation of consents.
The Tender Offer and the Consent Solicitation are being made solely
by the Issuer pursuant to the Offer to Purchase. The Tender Offer
and the Consent Solicitation are not being made to, nor will the
Issuer accept tenders of Notes and deliveries of consents from,
holders in any jurisdiction in which the Tender Offer and the
Consent Solicitation or the acceptance thereof would not be in
compliance with the securities or blue sky laws of such
jurisdiction.
Important Notice Regarding Forward-Looking
Statements
This press release contains certain forward-looking
statements. Statements that are not historical facts,
including statements about our perspectives and expectations, are
forward looking statements. The words “expect,” “believe,”
“estimate,” “intend,” “plan” and similar expressions, when related
to Moy Park Holdings (Europe) Limited and its subsidiaries,
indicate forward-looking statements. These statements reflect
the current view of management and are subject to various risks and
uncertainties. These statements are based on various
assumptions and factors, including general economic, market,
industry and operational factors. Any changes to these
assumptions or factors may lead to practical results different from
current expectations. Forward-looking statements relate only
to the date they were made and Moy Park Holdings (Europe) Limited
and its subsidiaries undertake no obligation to update
forward-looking statements to reflect events or circumstances after
the date they were made.
About Moy Park
Moy Park is one of the top-fifteen food companies in the U.K.,
Northern Ireland’s largest private sector business and one of
Europe’s leading poultry producers. With four fresh processing
plants, 10 prepared foods cook plants, three feed mills, seven
hatcheries and one rendering facility in the United Kingdom,
France, and the Netherlands, the company has the capacity to
process 6.0 million birds per seven day work week, in addition to
producing around 456.0 million pounds of prepared foods per year.
Moy Park currently has approximately 10,200 employees.
Contact:
Dunham WinotoDirector, Investor Relations Pilgrim’s Pride
Corporation IRPPC@pilgrims.com (970) 506
8192www.pilgrims.com
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