Lamb Weston Announces Proposed Private Offering of $835,000,000 of Senior Notes due 2030 and $835,000,000 of Senior Notes due 2032
October 19 2021 - 8:47AM
Business Wire
Lamb Weston Holdings, Inc. (NYSE: LW) (referred to as
“Lamb Weston” or the “Company”) announced today that
it is planning, subject to market and other conditions, to offer a
total of $835.0 million aggregate principal amount of its senior
notes due 2030 (the “2030 Notes”) and $835.0 million
aggregate principal amount of its senior notes due 2032 (the
“2032 Notes” and, together with the 2030 Notes, the
“Notes”) in a private offering that is exempt from the
registration requirements of the Securities Act of 1933, as amended
(the “Securities Act”). It is expected that the Notes will
be guaranteed by the Company’s material domestic subsidiaries.
The Company intends to use the net proceeds of the issuance of
the Notes, together with available cash, to redeem all of its
outstanding 4.625% Senior Notes due 2024 and 4.875% Senior Notes
due 2026.
This is not an offer to sell or the solicitation of an offer to
buy any securities. The Notes and related guarantees are being
offered and sold only to persons reasonably believed to be
qualified institutional buyers in reliance on the exemption from
registration set forth in Rule 144A under the Securities Act, and
outside the United States to non-U.S. persons in reliance on the
exemption from registration set forth in Regulation S under the
Securities Act. The Notes and the related guarantees have not been
registered under the Securities Act, or the securities laws of any
state or other jurisdiction, and may not be offered or sold in the
United States without registration or an applicable exemption from
the Securities Act and applicable state securities or blue sky laws
and foreign securities laws. This press release does not constitute
a notice of redemption with respect to the Company’s 4.625% Senior
Notes due 2024 or 4.875% Senior Notes due 2026.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the federal securities laws. Words such as “plan,”
“offer,” “expect,” “will,” “intend,” “redeem,” and variations of
such words and similar expressions are intended to identify
forward-looking statements. Examples of forward-looking statements
include, but are not limited to, statements regarding the offering
and sale of the Notes and the redemption of certain of the
Company’s existing notes. These forward-looking statements are
based on management’s current expectations and are subject to
uncertainties and changes in circumstances. Readers of this press
release should understand that these statements are not guarantees
of performance or results. Many factors could affect the Company’s
actual financial results and cause them to vary materially from the
expectations contained in the forward-looking statements, including
those set forth in this press release. These risks and
uncertainties include, among other things: impacts on the Company’s
business due to health pandemics or other contagious outbreaks,
such as the COVID-19 pandemic, including impacts on demand for its
products, increased costs, disruption of supply or other
constraints in the availability of key commodities and other
necessary services; the availability and prices of raw materials;
levels of pension, labor and people-related expenses; the Company’s
ability to successfully execute its long-term value creation
strategies; the Company’s ability to execute on large capital
projects, including construction of new production lines or
facilities; the competitive environment and related conditions in
the markets in which the Company and its joint ventures operate;
political and economic conditions of the countries in which the
Company and its joint ventures conduct business and other factors
related to its international operations; disruption of the
Company’s access to export mechanisms; risks associated with
possible acquisitions, including the Company’s ability to complete
acquisitions or integrate acquired businesses; its debt levels;
changes in the Company’s relationships with its growers or
significant customers; the success of the Company’s joint ventures;
actions of governments and regulatory factors affecting the
Company’s businesses or joint ventures; the ultimate outcome of
litigation or any product recalls; the Company’s ability to pay
regular quarterly cash dividends and the amounts and timing of any
future dividends; and other risks described in the Company’s
reports filed from time to time with the Securities and Exchange
Commission. The Company cautions readers not to place undue
reliance on any forward-looking statements included in this press
release, which speak only as of the date of this press release. The
Company undertakes no responsibility for updating these statements,
except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20211019005741/en/
Investor Relations: Dexter Congbalay 224-306-1535
Dexter.Congbalay@lambweston.com Media: Shelby Stoolman
208-424-5461 Shelby.Stoolman@lambweston.com
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