Smithfield Foods Announces Notice Of Change Of Control And Offer To Purchase Its 6.625% Senior Notes Due 2022
SMITHFIELD, Va., Sept. 16, 2013 (GLOBE NEWSWIRE) -- Smithfield Foods, Inc. (NYSE:SFD) (the "Company") today announced that it will notify holders (the "Notice") of its 6.625% senior notes due 2022 (the "Notes") that a "Change of Control", as defined in the indenture governing the Notes, is expected to occur upon the consummation of the proposed and previously announced acquisition (the "Acquisition") of the Company by Shuanghui International Holdings Limited. Pursuant to the terms of the Notes, following the consummation of the Acquisition, holders of the Notes will have the right to require the Company to purchase all or a portion of such holders' Notes at a price of 101% of the principal amount thereof, plus any accrued and unpaid interest up to, but not including, the date of purchase (the "Purchase Price"). The Company has today commenced the offer to purchase (the "Offer") the Notes for the Purchase Price in contemplation of, and conditioned on, the consummation of the Acquisition.
The Notice and the terms and conditions of the Offer are included in the Notice of Change of Control and Offer to Purchase dated September 16, 2013 and related Letter of Transmittal to be distributed to holders of the Notes.
The Offer will expire at 11:59 p.m., New York City time, on October 11, 2013, unless extended (such time and date, as the same may be extended, the "Expiration Date"). Holders must validly tender their Notes at or prior to the Expiration Date to be eligible to receive the Purchase Price.The Company has retained U.S. Bank National Association to act as the Depositary. Questions and requests for additional documents may be directed to the Depositary in writing at U.S. Bank National Association, West Side Flats Operations Center, Attention: Specialized Finance, 60 Livingston Avenue, Mail Station -- EP-MN-WS2N, St. Paul, MN 55107-2292, by telephone at (800) 934-6802 or by facsimile at (651) 495-8158.
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