B&G Foods, Inc. (NYSE: BGS) announced today the pricing of a
registered public offering of $550.0 million aggregate principal
amount of 5.25% senior notes due 2027 at a price to the public of
100% of their face value. The offering has been upsized from the
previously announced amount of $450.0 million. The notes will be
guaranteed on a senior unsecured basis by certain subsidiaries of
B&G Foods. The offering is expected to close on September 26,
2019, subject to customary closing conditions.
B&G Foods estimates that the net proceeds from the offering
will be approximately $542.6 million after deducting underwriting
discounts and other fees and expenses related to the offering.
B&G Foods intends to use the proceeds of the offering, together
with the proceeds of additional borrowings under B&G Foods’
proposed first lien senior secured term loan facility, to redeem
all of B&G Foods’ outstanding 4.625% senior notes due 2021,
repay a portion of B&G Foods’ borrowings under its revolving
credit facility, pay related fees and expenses and for general
corporate purposes.
Barclays, Deutsche Bank Securities, RBC Capital Markets, BofA
Merrill Lynch, BMO Capital Markets, Goldman Sachs & Co. LLC,
J.P. Morgan, and Credit Suisse are acting as joint bookrunning
managers, and Capital One Securities, Citigroup, Citizens Capital
Markets, Rabo Securities and TD Securities are acting as
co-managers.
This press release does not constitute a redemption notice with
respect to the 4.625% senior notes and shall not constitute an
offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of these securities in any state or jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction. The offering is being made only by
means of a prospectus and the related prospectus supplement
included as part of an effective shelf registration statement
previously filed with the Securities and Exchange Commission.
Interested persons may obtain copies of the prospectus and the
related prospectus supplement from the Securities and Exchange
Commission’s website at www.sec.gov or by contacting any of the
joint bookrunning managers, including: Barclays Capital Inc., c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717, by emailing Barclaysprospectus@broadridge.com or calling
888-603-5847; Deutsche Bank Securities Inc., 60 Wall Street, New
York, New York 10005-2836, Attn: Prospectus Group, by emailing
prospectus.cpdg@db.com or calling telephone (800) 503-4611; RBC
Capital Markets, LLC, 200 Vesey Street, 8th Floor, New York, NY
10281-8098, Attn: DCM Transaction Management, by calling (866)
375-6829; BofA Merrill Lynch, NC1-004-03-43, 200 North College
Street, 3rd floor, Charlotte NC 28255-0001, Attn: Prospectus
Department, by emailing dg.prospectus_requests@baml.com; BMO
Capital Markets Corp., 115 S. LaSalle, Chicago, IL, 60603, Floor
36, Attn: High Yield Syndicate, by calling (212) 702-1882; Goldman
Sachs & Co. LLC, Attn: Prospectus Department, at 200 West
Street, New York, NY 10282, telephone: 866-471-2526, fax:
212-902-9316 or email: prospectus-ny@ny.email.gs.com; J.P. Morgan,
c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, or by calling (866) 803-9204; and Credit Suisse
Securities (USA) LLC, One Madison Avenue, New York, NY 10010, Attn:
Prospectus Department, by emailing
newyork.prospectus@credit-suisse.com or calling 1-800-221-1037.
About B&G Foods, Inc.
Based in Parsippany, New Jersey, B&G Foods and its
subsidiaries manufacture, sell and distribute high-quality, branded
shelf-stable and frozen foods across the United States, Canada and
Puerto Rico. With B&G Foods’ diverse portfolio of more than 50
brands you know and love, including Back to Nature, B&G,
B&M, Cream of Wheat, Green Giant, Las Palmas, Le Sueur, Mama
Mary’s, Maple Grove Farms, Mrs. Dash, New York Style, Ortega,
Polaner, SnackWell’s, Spice Islands and Victoria, there’s a little
something for everyone.
Forward-Looking Statements
Statements in this press release that are not statements of
historical or current fact constitute “forward-looking statements.”
The forward-looking statements contained in this press release
include without limitation statements related to B&G Foods’
offer of senior notes, the proposed term loan financing and the use
of proceeds of such senior notes offering and term loan financing,
including the redemption of the 4.625% senior notes due 2021. Such
forward-looking statements involve known and unknown risks,
uncertainties and other unknown factors that could cause the actual
results of B&G Foods to be materially different from the
historical results or from any future results expressed or implied
by such forward-looking statements. In addition to statements that
explicitly describe such risks and uncertainties, readers are urged
to consider statements labeled with the terms “believes,” “belief,”
“expects,” “projects,” “intends,” “anticipates,” “assumes,”
“could,” “should,” “estimates,” “potential,” “seek,” “predict,”
“may,” “will” or “plans” and similar references to future periods
to be uncertain and forward-looking. Factors that may affect actual
results include, without limitation: the Company’s substantial
leverage; the effects of rising costs for the Company’s raw
materials, packaging and ingredients; crude oil prices and their
impact on distribution, packaging and energy costs; the Company’s
ability to successfully implement sales price increases and cost
saving measures to offset any cost increases; intense competition,
changes in consumer preferences, demand for the Company’s products
and local economic and market conditions; the Company’s continued
ability to promote brand equity successfully, to anticipate and
respond to new consumer trends, to develop new products and
markets, to broaden brand portfolios in order to compete
effectively with lower priced products and in markets that are
consolidating at the retail and manufacturing levels and to improve
productivity; the risks associated with the expansion of the
Company’s business; the Company’s possible inability to identify
new acquisitions or to integrate recent or future acquisitions or
the Company’s failure to realize anticipated revenue enhancements,
cost savings or other synergies; tax reform and legislation,
including the effects of the U.S. Tax Cuts and Jobs Act; the
Company’s ability to access the credit markets and the Company’s
borrowing costs and credit ratings, which may be influenced by
credit markets generally and the credit ratings of the Company’s
competitors; unanticipated expenses, including, without limitation,
litigation or legal settlement expenses; the effects of currency
movements of the Canadian dollar and the Mexican peso as compared
to the U.S. dollar; the effects of international trade disputes,
tariffs, quotas, and other import or export restrictions on the
Company’s international procurement, sales and operations; future
impairments of the Company’s goodwill and intangible assets; the
Company’s ability to successfully implement a new enterprise
resource planning (ERP) system; the Company’s ability to protect
information systems against, or effectively respond to, a
cybersecurity incident or other disruption; the Company’s
sustainability initiatives and changes to environmental laws and
regulations; and other factors that affect the food industry
generally. The forward-looking statements contained herein are also
subject generally to other risks and uncertainties that are
described from time to time in B&G Foods’ filings with the
Securities and Exchange Commission, including under Item 1A, “Risk
Factors” in the Company’s most recent Annual Report on Form 10-K
and in its subsequent reports on Forms 10-Q and 8-K. Investors are
cautioned not to place undue reliance on any such forward-looking
statements, which speak only as of the date they are made. B&G
Foods undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20190912005951/en/
Investor Relations: ICR, Inc. Dara Dierks 866.211.8151
Media Relations: ICR, Inc. Matt Lindberg 203.682.8214
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