top of page

Avon Products, Inc. - Tender Offer & Consent Solicitation - Final Results

AVON PRODUCTS, INC. ANNOUNCES FINAL RESULTS OF TENDER OFFER FOR ANY AND ALL OF ITS OUTSTANDING 6.950% NOTES DUE 2043 AND RELATED CONSENT SOLICITATION

07 AUGUST 2023


Full announcement including disclaimers and offer restrictions available via SEC


"London, United Kingdom, August 7, 2023 — Avon Products, Inc. (“Avon,” the “Company” or “we”) announced today the final results in connection with its previously announced offer to purchase for cash (the “Tender Offer”) any and all of its outstanding 6.950% Notes due 2043 (the “Notes”) and related consent solicitation (the “Consent Solicitation”).

The expiration date for the Tender Offer (as amended on July 24, 2023) was 5:00 p.m., New York City time, August 7, 2023 (the “Expiration Date”). According to information received from D.F. King & Co., Inc., the tender and information agent for the Tender Offer and Consent Solicitation (the “Tender and Information Agent”), after 5:00 p.m., New York City time, on August 2, 2023 (the “Early Tender Date”), but at or prior to the Expiration Date, the Company had received Notes validly tendered representing an aggregate principal amount equal to U.S.$235,000. Together with the Notes validly tendered and not withdrawn at or prior to the Early Tender Date, a total of U.S.$194,197,000 in aggregate principal amount of the Notes (or 89.87% of the aggregate principal amount outstanding of Notes as of the date of this press release) were validly tendered pursuant to the Tender Offer. As announced on July 24, 2023, the Company has obtained the Requisite Consents necessary to give effect to the Proposed Amendments. Consequently, as previously announced, the Company expects to execute the Twelfth Supplemental Indenture effecting the Proposed Amendments on or prior to the Early Settlement Date, which is expected to be on August 8, 2023, or as promptly as practicable thereafter. The Twelfth Supplemental Indenture will become effective upon its execution and delivery by the Company and the Trustee but will not become operative until the Company has paid the consent payment in full.

The Notes that have been validly tendered cannot be withdrawn, except as may be required by applicable law. Holders who validly tendered their Notes after the Early Tender Date but at or prior to the Expiration Date, in the manner described in the Offer to Purchase (as defined below), will be entitled to receive the Tender Offer Consideration, but not the Early Tender Payment, plus any accrued interest from the last interest payment to, but not including, the Final Settlement Date, which is expected to be on August 8, 2023, or as promptly as practicable thereafter.

The following table sets forth certain information relating to the Tender Offer:



...

 

AVON PRODUCTS, INC. ANNOUNCES EARLY RESULTS OF TENDER OFFER FOR ANY AND ALL OF ITS OUTSTANDING 6.950% NOTES DUE 2043 AND RELATED CONSENT SOLICITATION

02 AUGUST 2023


Full announcement including disclaimers and offer restrictions available via Prnewswire


"LONDON, Aug. 2, 2023 /PRNewswire/ -- Avon Products, Inc. ("Avon," the "Company" or "we") announced today the early tender results in connection with its previously announced offer to purchase for cash (the "Tender Offer") any and all of its outstanding 6.950% Notes due 2043 (the "Notes") and related consent solicitation (the "Consent Solicitation").

The early tender date for the Tender Offer (as amended on July 24, 2023) was 5:00 p.m., New York City time, August 2, 2023 (the "Early Tender Date"). According to information received from D.F. King & Co., Inc., the tender and information agent for the Tender Offer and Consent Solicitation (the "Tender and Information Agent"), as of 5:00 p.m., New York City time, on August 2, 2023, the Company had received Notes validly tendered and consents representing an aggregate principal amount equal to US$193,962,000 (or 89.76% of the aggregate principal amount outstanding of Notes as of the date of this press release) and, as announced on July 24, 2023, has obtained the Requisite Consents necessary to give effect to the Proposed Amendments. Consequently, as previously announced, the Company expects to execute the Twelfth Supplemental Indenture effecting the Proposed Amendments on or prior to the Early Settlement Date. The Twelfth Supplemental Indenture will become effective upon its execution and delivery by the Company and the Trustee but will not become operative until the Company has paid the consent payment in full.


The Notes that have been validly tendered cannot be withdrawn, except as may be required by applicable law. Holders who validly tendered their Notes at or prior to the Early Tender Date, in the manner described in the Offer to Purchase (as defined below), will be eligible to receive the Total Consideration, which includes the Early Tender Payment, plus any accrued interest, concurrently with payment for Notes tendered after the Early Tender Date and at or prior to the Expiration Date (as defined below) and accepted for purchase, on a single settlement date, expected to be on August 8, 2023, or as promptly as practicable thereafter.


The following table sets forth certain information relating to the Tender Offer:"



...

 

AVON PRODUCTS, INC. ANNOUNCES SUCCESSFUL PASSING OF RELATED CONSENTS AND EXTENSION OF EARLY TENDER DATE FOR THE TENDER OFFER FOR ANY AND ALL OF ITS OUTSTANDING 6.950% NOTES DUE 2043 AND RELATED CONSENT SOLICITATION

24 JULY 2023


Full announcement including disclaimers and offer restrictions available via SEC


London, United Kingdom, July 24, 2023 — Avon Products, Inc. (“Avon,” the “Company” or “we”) announced today that it has extended the early tender date for its previously announced offer to purchase for cash (the “Tender Offer”) any and all of its outstanding 6.950% Notes due 2043 (the “Notes”) and related solicitation (the “Consent Solicitation”) of consents from holders (the “Holders”) of its outstanding Notes from 5:00 p.m., New York City time, July 24, 2023, to 5:00 p.m., New York City time, August 2, 2023 (as amended, the “Early Tender Date”).

According to information received from D.F. King & Co., Inc., the tender and information agent for the Tender Offer and Consent Solicitation (the “Tender and Information Agent”), as of 5:00 p.m., New York City time, on the date of this press release, the Company received Notes validly tendered and consents representing an aggregate principal amount equal to US$193,087,000 (or 89.36% of the aggregate principal amount outstanding of Notes as of the date of this press release) and therefore has obtained the Requisite Consents necessary to give effect to the Proposed Amendments. Consequently, the Company expects to execute the Twelfth Supplemental Indenture effecting the Proposed


Amendments on or prior to the Early Settlement Date (as defined below). The Twelfth Supplemental Indenture will become effective upon its execution and delivery by the Company and the Trustee but will not become operative until the Company has paid the Consent Payment in full."


...

 

AVON PRODUCTS, INC. ANNOUNCES TENDER OFFER FOR ANY AND ALL OF ITS OUTSTANDING 6.950% NOTES DUE 2043 AND RELATED CONSENT SOLICITATION

12 JULY 2023


Full announcement including disclaimers and offer restrictions available via SEC



"London, United Kingdom, July 11, 2023 — Avon Products, Inc. (“Avon,” the “Company” or “we”) announced today that it has commenced an offer to purchase for cash (the “Tender Offer”) any and all of its outstanding 6.950% Notes due 2043 (the “Notes”).

In connection with the Tender Offer, we are also soliciting the consents of the Holders of the Notes (the “Consent Solicitation”) to the adoption of certain amendments (the “Proposed Amendments”) to the indenture governing the Notes, which consists of the base indenture, dated as of February 27, 2008, by and between the Company and Deutsche Bank Trust Company Americas, as trustee (in such capacity, the “Trustee”), registrar and paying agent (the “Base Indenture”), as supplemented by an eighth supplemental indenture between the Company and the Trustee, dated as of March 12, 2013 (the “Eighth Supplement Indenture”) and a tenth supplemental indenture between the Company and the Trustee, dated October 2, 2019 (the “Tenth Supplemental Indenture”; the Base Indenture, as amended and supplemented by the Eighth Supplement Indenture, the Tenth Supplement Indenture and any other supplemental indenture is referred to as the “Indenture”) to eliminate substantially all of the covenants as well as certain events of default and related provisions contained therein. The Proposed Amendments require the consents (the “Requisite Consents”) of Holders of a majority in aggregate principal amount of the Notes outstanding. Holders who tender their Notes pursuant to the Tender Offer will be deemed to have consented to the Proposed Amendments. Holders may not deliver consents to the Proposed Amendments without tendering the related Notes. The term “Holder” means a registered holder of Notes.

We have received the written commitment from certain Holders of Notes to tender their Notes in the Tender Offer and deliver Consents to the Proposed Amendments prior to the Early Tender Date (the “Supporting Noteholders”). The Supporting Noteholders represent 64.58% of the aggregate principal amount of the Notes outstanding as of the date of this Offer to Purchase. The consent of the Supporting Noteholders suffices to approve the Proposed Amendments in respect of the Notes.

If the Requisite Consents with respect to the Tender Offer are not obtained in connection with the Consent Solicitation, the Consent Solicitation may be terminated, and in such case, the Proposed Amendments to the Indenture will not become effective; however, we reserve the right in our sole discretion to accept and purchase Notes tendered pursuant to the Tender Offer for an amount in cash equal to the corresponding Total Consideration (as set forth in the table below) or Tender Offer Consideration (as set forth in the table below), as applicable.

The following table sets forth certain information relating to the Tender Offer:"




(1) The amount to be paid for each U.S.$1,000 principal amount of Notes validly tendered (and not validly withdrawn) and accepted for purchase, excluding Accrued Interest (as defined in the Offer to Purchase), which will be paid in addition to the Tender Offer Consideration and, if applicable, the Early Tender Payment.

(2) Included in the Total Consideration.


...

Tags:

0 views0 comments

Comentários


bottom of page