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Findus seeks PIK noteholder consents to divestiture-related amendments
By Marisa Wong
Morgantown, W.Va., Oct. 19 – Findus PIK SCA announced it is soliciting consents from holders of its €200 million 8¼%/9% senior PIK notes due 2019 to approve some amendments and waivers under the indenture governing the notes.
Findus will make a cash payment of €12.50 per €1,000 principal amount of notes held by each holder who delivers a consent by noon ET on Oct. 23, the expiration of the consent solicitation.
The proposed amendments and waivers are in connection with the proposed divestiture of 100% of the issued share capital of Findus Sverige AB and its subsidiaries to Iglo Foods Group Ltd. by Liongem Sweden 1 AB.
The divestiture agreement was signed on Aug. 13 following an announcement on the same day that Nomad Foods Ltd. had entered into an option agreement with Liongem, requiring Nomad to acquire Findus Sverige
The adoption of the proposed amendments and waivers requires the consents of holders of a majority in principal amount of the outstanding PIK notes.
Following receipt of the required consents, a supplemental indenture will be executed.
The amendments and waivers include waivers and amendments of provisions to permit the divestiture, amendments to allow the issuer to hold non-cash consideration received as part of the divestiture and amendments to the issuer’s debt and restricted payment capacity to calibrate to the issuer’s post-divestiture operations.
However, the proposed amendments and waivers are not conditions to the divestiture.
The proposed changes are conditioned on the divestiture being completed by a certain date, payment of the consent payment and execution of the supplemental indenture.
Questions should be directed to the issuer at +44 (0)782 795 3155 or Bill.Showalter@findusgroup.com or to the tabulation agent Lucid Issuer Services Ltd. at +44 (0)207 704 0880 or findus@lucid-is.com.
Findus PIK is a special purpose vehicle of London-based frozen food and seafood company Findus Group.
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