Diamond Foods Announces Proposed Refinancing

SAN FRANCISCO, Jan. 28, 2014 (GLOBE NEWSWIRE) -- Diamond Foods, Inc. (Nasdaq:DMND) ("Diamond") announced today that it intends to refinance its debt capital structure. The Company seeks to refinance existing indebtedness outstanding under its senior secured credit facility maturing February 25, 2015 by establishing a new $125 million asset-backed revolving credit facility and a $415 million first lien term loan. The new senior secured credit facility would mature in 2018.

Diamond will also seek to issue approximately $230 million in senior unsecured notes due 2019 ("Notes"), which will be offered only to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended ("Securities Act"), and to certain non-U.S. persons in transactions outside the United States under Regulation S of the Securities Act. The initial issuance and sale of the Notes will not be registered under the Securities Act, and, the Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and the registration or qualification requirements of other applicable securities laws. We do not expect that the terms of the Notes will provide for registration rights.

Net proceeds from these refinancings would be used to repay outstanding indebtedness under Diamond's existing credit facility, and to redeem Diamond's senior unsecured notes due 2020 held by Oaktree, including a prepayment premium. The Company expects that the proposed refinancing, if completed, would lower its cost of debt and provide greater flexibility in its capital structure.

The consummation of the refinancing is subject to completion of definitive agreements as well as other customary conditions, and is subject to market conditions. There can be no assurance that the refinancing will occur, or, if it does, as to the terms of the refinancing.

This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any of the Notes or any other securities, nor shall there be any sale of the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

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