ATLANTA, Dec. 5, 2014 (GLOBE NEWSWIRE) -- Newell Rubbermaid Inc. (NYSE:NWL) announced today the determination of the pricing for its previously announced tender offer to purchase for cash its outstanding 4.70% Notes due 2020 (the "Notes"). Earlier today, Newell Rubbermaid announced that it had increased the aggregate principal amount of Notes it would accept in the offer (the "Maximum Tender Amount") to $168,686,000 and had accepted for purchase all $168,686,000 aggregate principal amount of Notes validly tendered in the tender offer at or prior to 5:00 p.m., New York City time, on December 4, 2014 (the "Early Tender Date").
The tender offer is being made upon, and is subject to, the terms and conditions set forth in the Offer to Purchase, dated November 14, 2014 (the "Offer to Purchase") and the related Letter of Transmittal.
Newell Rubbermaid will pay holders of Notes that were validly tendered at or prior to the Early Tender Date and accepted for purchase the Total Consideration of $1,095.18 for each $1,000 principal amount of its Notes accepted for purchase, plus accrued and unpaid interest up to, but not including, the Early Settlement Date (as defined below). The applicable Total Consideration for each $1,000 principal amount of Notes validly tendered at or prior to the Early Tender Date and accepted for purchase was determined in the manner described in the Offer to Purchase, calculated as of 2:00 p.m., New York City time, on December 5, 2014. Newell Rubbermaid expects to make payment for the Notes it has accepted for purchase on December 8, 2014 (the "Early Settlement Date").
The Total Consideration is detailed in the table below.
| Title of Security |
CUSIP Number |
Principal Amount Outstanding |
Maximum Tender Amount |
Reference U.S. Treasury Security |
Bloomberg Reference Page |
Fixed Spread |
Early Tender Premium(1) |
Total Consideration(1) (2) |
||||||||
|
4.70% Senior Notes due 2020 |
651229AK2 | $550,000,000 | $168,686,000 |
1.50% U.S. Treasury Note due October 31, 2019 |
BBT | 120 bps | $30.00 | $1095.18 | ||||||||
| (1) Per $1,000 principal amount of Notes validly tendered. | ||||||||||||||||
| (2) Based upon a Reference Yield (as defined in the Offer to Purchase) of 1.673% as of 2:00 p.m., New York City time, on December 5, 2014 and the resulting tender offer yield of 2.873%; excludes accrued and unpaid interest. The Total Consideration includes the Early Tender Premium. | ||||||||||||||||
Notes tendered pursuant to the tender offer may no longer be withdrawn, except as required by law (as determined by Newell Rubbermaid.)
The tender offer will expire at 11:59 p.m., New York City time, on December 18, 2014, unless extended or earlier terminated. Because the tender offer is fully subscribed as of the Early Tender Date, Holders who validly tender Notes after the Early Tender Date will not have any of their Notes accepted for purchase.
The tender offer is subject to the satisfaction or waiver of certain conditions set forth in the Offer to Purchase.
Goldman, Sachs & Co. and Barclays Capital Inc. are acting as dealer managers for the tender offer. The information agent and tender agent is Global Bondholder Services Corporation. Copies of the Offer to Purchase, Letter of Transmittal and related tender offer materials are available by contacting Global Bondholder Services Corporation at (866) 470-4200 (toll-free) or (212) 430-3774. Questions regarding the tender offer should be directed to Goldman, Sachs & Co. at (800) 828-3182 (toll-free) or (212) 357-0215 (collect), or Barclays Capital, Inc. at (800) 438-3242 (toll-free) or (212) 528-7581 (collect).
This press release does not constitute an offer to sell or purchase, or the solicitation of an offer to sell or purchase, or the solicitation of tenders with respect to the Notes.
The tender offer for the Notes is only being made pursuant to the tender offer documents, including the Offer to Purchase that Newell Rubbermaid has distributed to holders of the Notes. The tender offer is not being made to holders 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 tender offer is required to be made by a licensed broker or dealer, it shall be deemed to be made by the dealer managers or any other licensed broker or dealer on behalf of Newell Rubbermaid.
About Newell Rubbermaid
Newell Rubbermaid Inc., an S&P 500 company, is a global marketer of consumer and commercial products with 2013 sales of $5.6 billion and a strong portfolio of leading brands, including Sharpie®, Paper Mate®, Rubbermaid Commercial Products®, Irwin®, Lenox®, Parker®, Waterman®, Rubbermaid®, Contigo®, Levolor®, Calphalon®, Goody®, Graco®, Aprica® and Dymo®. As part of the company's Growth Game Plan, Newell Rubbermaid is making sharper portfolio choices and investing in new marketing and innovation to accelerate performance.
This press release and additional information about Newell Rubbermaid are available on the company's Web site, www.newellrubbermaid.com.
Caution Concerning Forward-Looking Statements
Certain information contained in this press release constitutes forward-looking statements, including the statements regarding the timing and settlement of the tender offer. These statements relate to future events and can generally be identified by words such as "expects" and "intends". Forward-looking statements are inherently uncertain. The success of the tender offer is subject to a number of conditions, not all of which are within Newell Rubbermaid's control. Actual results may differ materially from those indicated by such forward-looking statements as a result of risks and uncertainties, including but not limited to changes in national or regional economies, changes in the interest rate environment and the debt capital markets generally and other factors discussed or referenced in our most recent quarterly report on Form 10-Q filed with the SEC, under the heading "Risk Factors" and elsewhere, and any subsequent periodic or current reports filed by us with the SEC. In addition, any forward-looking statements speak only as of the date such statements are made. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so.