Smithfield Foods Announces Pricing of Upsized $900 Million Senior Notes Offering
As part of the financing for the proposed acquisition (the "Acquisition") of Smithfield Foods, Inc. (NYSE: SFD) (the "Company"), Sun Merger Sub, Inc., a Virginia corporation ("Merger Sub"), announced today that it priced its previously announced offering of senior notes, which will be issued in one series of 5.250% senior notes due 2018 in an aggregate principal amount of $500,000,000 and one series of 5.875% senior notes due 2021 in an aggregate principal amount of $400,000,000 (collectively, the "Notes"). Merger Sub is an indirect wholly-owned subsidiary of Shuanghui International Holdings Limited ("Parent").
Subject to customary closing conditions, the offering is expected to close on July 31, 2013. On the closing date, the proceeds of the offering will be deposited into an escrow account. Upon release from escrow, the Company and Merger Sub expect that the net proceeds of the offering will be used to partially fund the Acquisition, at which time, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation as an indirect wholly-owned subsidiary of Parent, and assuming all of Merger Sub's obligations by operation of law.
The Notes will be offered and sold to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended (the "Securities Act").
The Notes will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.
This press release shall not constitute an offer to sell or a solicitation of an offer to purchase the Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
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