NEW YORK, Aug. 15, 2016 /PRNewswire/ -- Avon Products,
Inc. (NYSE: AVP) ("we," "us," "our" or
"Avon") announced the early
results of its previously announced cash tender offers (each offer,
a "Tender Offer" and, collectively, the "Tender
Offers"), for its outstanding (i) 5.750% Notes due 2018 (the
"5.750% 2018 Notes"), (ii) 4.200% Notes due 2018 (the
"4.200% 2018 Notes"), (iii) 6.500% Notes due 2019
(the"2019 Notes") and (iv) 4.600% Notes due 2020 (the
"2020 Notes" and, together with the 5.750% 2018 Notes, the
4.200% 2018 Notes and the 2019 Notes, the "Securities"), and
the extension of the offering of the Early Tender Premium (as
defined below).
The following table presents the aggregate principal amount of
Securities of each series amount accepted and not validly withdrawn
as of 5:00 p.m. New York City time, on August 12, 2016 (the "Early Tender
Date"):
Title of
Security
|
CUSIP
Number
|
Principal Amount
Outstanding
|
Aggregate
Principal Amount Tendered as of the Early Tender
Date
|
Acceptance
Priority Level
|
Series Maximum
Tender Amount
|
Total
Consideration(1)
|
5.750% Notes due
2018
|
054303AU6
|
$250,000,000
|
$103,956,000
|
1
|
N/A
|
$1,050
|
4.200% Notes due
2018
|
054303AR3
|
$250,000,000
|
$71,286,00
|
2
|
N/A
|
$1,020
|
6.500% Notes due
2019
|
054303AW2
|
$350,000,000
|
$62,938,000
|
3
|
$250,000,000
|
$1,020
|
4.600% Notes due
2020(2)
|
054303AX0
|
$500,000,000
|
$47,705,000
|
4
|
$100,000,000
|
$950
|
|
|
(1)
|
Per $1,000 principal
amount of Securities. Excludes accrued and unpaid interest up to,
but not including, the Early Settlement Date (as defined below) or
the Final Settlement Date (as defined below), as applicable, which
will be paid in addition to the Total Consideration.
|
(2)
|
The interest rate
payable on our 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 6.350% per annum.
|
|
|
Avon has accepted for purchase
all of the Securities validly tendered at or prior to the Early
Tender Date, and the settlement date for such Securities occurred
on August 15, 2016 (the "Early
Settlement Date"). Subject to the applicable acceptance
priority levels and the proration procedures described in the
Tender Offer Materials, holders who have not tendered their
Securities as of the Early Tender Date are eligible to tender their
Securities at or prior to 11:59 p.m.,
New York City time, on
August 26, 2016 (such date and time,
as it may be extended by Avon, the
"Expiration Time") and receive the applicable Total
Consideration noted in the table above, which includes an early
tender premium (the "Early Tender Premium") of $30 per $1,000 of
Securities validly tendered and accepted for purchase. Securities
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 Merrill
Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global
Markets Inc. and Goldman, Sachs & Co. to serve as Dealer
Managers for the Tender Offers. Global Bondholders Securities
Corporation has been retained to serve as the Depositary and Tender
Agent for the Tender Offers. Questions regarding the Tender Offers
may be directed to BofA Merrill Lynch at (888) 292-0070 (toll-free)
or (980) 388-3646 (collect), Citigroup at (800) 558-3745
(toll-free) or (212)723-6106 (collect) and Goldman, Sachs & Co.
at (800) 828-3182 (toll-free) or (212) 902-6941 (collect). Requests
for the Tender Offer Materials may be directed to Global Bondholder
Services Corporation at (212) 430-3774 (collect) or (866) 470-3800
(toll free) or by email at contact@gbsc-usa.com.
Avon is making the Tender
Offers only by, and pursuant to, the terms of the Offer to Purchase
dated August 1, 2016 (the "Offer
to Purchase") and a related Letter of Transmittal (together,
the "Tender Offer Materials"). The Tender Offers are not
being made to holders of Securities 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 any
jurisdiction in which the securities laws or blue sky laws require
the Tender Offers to be made by a licensed broker or dealer, the
Tender Offers will be deemed to be made on behalf of Avon by the Dealer Managers, or one or more
registered brokers or dealers that are 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 or
an offer to sell or the solicitation of an offer to purchase any
new 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.
Additional information identifying such factors is contained in
Item 1A of our Annual Report on Form 10-K for the year ended
December 31, 2015, our Quarterly
Report on Form 10-Q for the quarter ended June 30, 2016, other reports and documents we
file with the Securities and Exchange Commission and the risks
described herein under "Certain Significant Considerations" in the
Offer to Purchase. We undertake 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 we do 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.
Avon is the Company that for
130 years has proudly stood for beauty, innovation, optimism and,
above all, for women. Avon
products include well-recognized and beloved brands such as ANEW,
Avon Color, Avon Care, Skin-So-Soft, and Advance Techniques sold
through nearly 6 million active independent Avon Sales
Representatives.
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SOURCE Avon Products, Inc.