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Sylvamo - Cash Tender and Consent Solicitation - Early Results

Updated: Mar 17, 2023

Sylvamo Announces Cash Tender Offer Early Results


08 MARCH 2023


Full announcement available via Businesswire


MEMPHIS, Tenn.--(BUSINESS WIRE)--Sylvamo (NYSE: SLVM), the world’s paper company, is releasing early results of its Feb. 22 cash tender offer.


"Tender Offer Highlights

  • As of 5 p.m. Eastern time March 7, 79.9% of the notes have been validly tendered and not withdrawn

  • Sylvamo will pay for tendered notes March 10

  • The company will purchase all notes tendered on or before March 7 for $1,000 per $1,000 principal amount of notes, which includes an early tender premium of $30 per $1,000 principal amount of notes, plus accrued but unpaid interest through March 9

  • The total cost of tendered notes is $360.1 million

  • Sylvamo will finance the purchase with $300 million borrowed from an incremental term loan credit facility under its existing credit agreement and borrowings under its existing revolving credit facility

  • The indenture governing the remaining 7% 2029 notes is being amended to eliminate substantially all restrictive covenants and certain default events

  • The company will continue accepting notes until 11:59 p.m. Eastern time March 21. Holders who tender during this time will receive $970 per $1,000 principal amount of notes plus accrued but unpaid interest, with payment expected March 23"

...


"The following table summarizes the material terms of the Tender Offer and the aggregate principal amount of Notes validly tendered and not validly withdrawn at or prior to the Early Tender Expiration, according to information provided by the Tender and Information Agent."



 

Sylvamo Announces Cash Tender Offer and Consent Solicitation for Any and All of Its Outstanding 7.000% Senior Notes Due 2029


22 FEBRUARY 2023


Full announcement available via Businesswire


MEMPHIS, Tenn.--(BUSINESS WIRE)--Sylvamo Corporation (NYSE: SLVM) (“we,” “us,” “our” or the “Company”) today announced that it has commenced a tender offer (the “Tender Offer”) to purchase for cash any and all of the Company’s outstanding 7.000% Senior Notes due 2029 (the “Notes”).

In connection with the Tender Offer, the Company is also soliciting consents (the “Consents”) from registered holders (each, a “Holder” and, collectively, the “Holders”) of the Notes (the “Consent Solicitation”) to proposed amendments (the “Proposed Amendments”) to the indenture governing the Notes (the “Indenture”) to eliminate substantially all restrictive covenants and certain events of default applicable to the Notes, and modify certain notice requirements for redemption of the Notes by the Company and certain other provisions contained in the Indenture.


The Company is seeking to concurrently (i) amend its existing credit agreement to, among other things, permit the repurchase of all outstanding Notes and (ii) obtain a new senior secured term loan facility in an aggregate principal amount of $300 million, subject to market and other conditions ((i) and (ii) together, the “Financing Transaction”). The Company expects to use the net proceeds from the Financing Transaction, together with cash on hand and, if necessary, proceeds from its accounts receivable finance facility and/or borrowings under its existing revolving credit facility, to pay the applicable consideration (as described below) for all tendered Notes, plus accrued interest and all related fees and expenses. The Financing Transaction is not conditioned upon the completion of the Tender Offer.


The terms and conditions of the Tender Offer and the Consent Solicitation are described in an Offer to Purchase and Consent Solicitation Statement, dated February 22, 2023 (the “Offer to Purchase and Consent Solicitation Statement”). The following table summarizes the material pricing terms of the Tender Offer.



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