Smithfield Foods: Pricing of $225 million senior secured notes

12-08-2009 | |

Smithfield Foods announced that it has priced an offering of senior secured notes due July 2014.

The notes will have an interest rate of 10% per annum and will be issued at a price equal to 104% of their face value, plus accrued interest from July 2, 2009 to the closing date. The notes will have identical terms and conditions, other than issue date and issue price, as the $625 million of 10% senior secured notes due 2014 issued by the Company on July 2, 2009. The Company intends to use the proceeds from the notes offering, together with other available cash, to repay other outstanding indebtedness.

The sale of the notes is expected to be consummated on August 14, 2009, subject to customary closing conditions.

The notes will be offered and sold to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933.
The notes will be guaranteed by substantially all of the U.S. subsidiaries of the company. The notes and guarantees will be secured by first-priority liens, subject to permitted liens and exceptions for excluded assets, in substantially all of the Company’s and its subsidiary guarantors’ fixed assets, including certain real property, fixtures and equipment and tangible personal property, and by second-priority liens, subject to permitted liens, in substantially all of the Company’s and its subsidiary guarantors’ cash and cash equivalents, certain material intellectual property, the common equity of the subsidiary guarantors, inventory, accounts receivable and other personal property relating to such inventory and accounts receivable.
The notes have not been registered under the Securities Act of 1933 or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933 and applicable state laws.


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