The Michaels Companies Announces Pricing of Tender Offer for its 7.875% Senior Notes due 2029

Rhea-AI Summary

The Michaels Companies (NYSE:MIK) priced a tender offer to repurchase its 7.875% Senior Notes due 2029. The Total Consideration for notes validly tendered at or before March 3, 2026 5:00 p.m. ET is $1,006.24 per $1,000 principal.

The offer includes an Early Tender Payment of $30.00, a Reference Yield of 3.740%, a Fixed Spread of +0 bps versus a 4.875% UST due April 30, 2026, and settlement for early tenders is expected on March 5, 2026.

Positive

• Total Consideration set at $1,006.24 per $1,000 principal
• Early Tender Payment of $30.00 per $1,000
• Reference Yield determined at 3.740% with Fixed Spread +0 bps
• Expected early settlement on March 5, 2026

Negative

• Late tenders receive $976.24 per $1,000 (Total minus $30 early payment)
• Early Tender Deadline is March 3, 2026 5:00 p.m. ET to receive full consideration

Key Figures

Coupon rate: 7.875% Maturity year: 2029 Early Tender Payment: $30.00 per $1,000 +5 more

8 metrics

Coupon rate 7.875% Senior Notes due 2029

Maturity year 2029 Senior Notes due 2029

Early Tender Payment $30.00 per $1,000 Notes accepted for purchase tendered by Early Tender Time

Total Consideration $1,006.24 per $1,000 Notes validly tendered by Early Tender Time

Reference Yield 3.740% Based on bid-side price of UST reference security

Fixed Spread +0 bps Over UST reference security yield

UST coupon 4.875% U.S. Treasury due April 30, 2026 (UST Reference Security)

Early Tender Time 5:00 p.m. March 3, 2026 Deadline for early tender and withdrawal

Market Reality Check

Vol: Volume 0 vs 20-day averag...

normal vol

Volume Volume 0 vs 20-day average of 3,505,224 shares indicates no recorded trading activity. normal

Technical 200-day MA at 12.48 with price context indicating long-term weakness vs prior trading range.

Market Pulse Summary

This announcement details pricing terms for a cash tender offer targeting 7.875% Senior Notes due 20...

Analysis

This announcement details pricing terms for a cash tender offer targeting 7.875% Senior Notes due 2029, including a Total Consideration of $1,006.24 per $1,000 and an Early Tender Payment of $30. It highlights use of a U.S. Treasury reference yield of 3.740% with a +0 bps fixed spread. Investors may focus on how this liability management affects the company’s debt profile, interest costs, and liquidity, alongside any future plans for remaining obligations.

Key Terms

tender offer, senior notes, yield to maturity, reference yield, +4 more

8 terms

tender offer financial

"today announced the pricing of its previously announced tender offer (the "Tender Offer")"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

senior notes financial

"any and all of its outstanding 7.875% Senior Notes due 2029 (the "Notes")"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

yield to maturity financial

"plus the yield to maturity (the "Reference Yield") based on the bid-side price"

Yield to maturity is the total return an investor can expect to earn if they buy a bond today and hold it until it pays back all its money. It’s like calculating how much you’ll make from a savings account if you keep it for the full term, helping investors compare different investments to see which one offers the best potential earnings.

reference yield financial

"plus the yield to maturity (the "Reference Yield") based on the bid-side price"

The reference yield is the standard rate of return on a debt security, like a government bond, that investors expect to earn if they buy it at its current price. It acts like a benchmark, helping investors compare different bonds and decide if they are worth buying, much like checking the interest rate on a savings account to see how much you will earn over time.

fixed spread financial

"by reference to the fixed spread specified in the table below (the "Fixed Spread")"

A fixed spread is a set difference between the buying and selling prices of a financial instrument that remains constant regardless of market conditions. For investors, this means the cost to trade stays predictable, making it easier to understand potential expenses and plan accordingly—similar to a fixed fee in a service that doesn’t change, no matter how busy or slow the market becomes.

ust reference security financial

"based on the bid-side price of the U.S. Treasury reference security (the "UST Reference Security")"

A UST reference security is the specific U.S. Treasury bond or note chosen as the benchmark or underlying instrument for pricing, settlement, or comparison in a financial contract or market. It matters to investors because Treasuries set the baseline for interest rates and risk-free returns—using one particular issue as the reference is like picking a single ruler to measure value and interest-sensitivity, and that choice affects pricing, hedging and portfolio risk.

accrued and unpaid interest financial

"will be paid together with accrued and unpaid interest with respect to such Notes"

Accrued and unpaid interest is the interest that has built up on a loan or debt but hasn't been paid yet. It's like owing your friend money for a favor over time—you're expected to pay it later, even though you haven't paid it yet. This matters because it shows how much you owe beyond the original amount borrowed.

blue sky laws regulatory

"would not be in compliance with the securities, blue sky or other laws of such jurisdiction"

State-level securities laws that require companies and investment products to register, disclose key information, or meet exemptions before being sold to residents; they act like local consumer protection rules for investments. They matter to investors because they reduce the risk of fraud, ensure basic disclosure about what is being offered, and can affect where and how easily an investment can be bought or sold—similar to how building codes affect whether a house can be advertised in a neighborhood.

AI-generated analysis. Not financial advice.

IRVING, Texas, March 3, 2026 /PRNewswire/ -- The Michaels Companies, Inc. (the "Company"), as successor to Magic MergeCo, Inc., today announced the pricing of its previously announced tender offer (the "Tender Offer") to purchase for cash any and all of its outstanding 7.875% Senior Notes due 2029 (the "Notes"). The Tender Offer is subject to the terms and conditions set forth in the Offer to Purchase, dated February 17, 2026, relating thereto (the "Offer to Purchase").

The total consideration (the "Total Consideration") to be paid in the Tender Offer for Notes validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on Tuesday, March 3, 2026 (the "Early Tender Time" or the "Withdrawal Deadline") was calculated in the manner described in the Offer to Purchase by reference to the fixed spread specified in the table below (the "Fixed Spread") plus the yield to maturity (the "Reference Yield") based on the bid-side price of the U.S. Treasury reference security (the "UST Reference Security"), as set forth in the table below, and includes an early tender payment of $30.00 per $1,000 principal amount of Notes accepted for purchase (the "Early Tender Payment"). The Reference Yield was determined at 2:00 p.m., New York City time, on Tuesday, March 3, 2026, by the dealer managers identified below. The following table sets forth certain information regarding the pricing of the Tender Offer, including the Reference Yield, the Fixed Spread and the Total Consideration:

Notes	CUSIP Number	UST Reference Security	Reference Yield	Fixed Spread (bps)	Total Consideration (per $1,000 Principal Amount of Notes)
7.875% Senior Notes due 2029	55916A AB0 / U55655 AB7	4.875% UST due April 30, 2026	3.740 %	+0	$1,006.24

Holders of Notes who validly tender their Notes following the Early Tender Time and prior to the expiration of the Tender Offer will only receive the applicable "Tender Offer Consideration" per $1,000 principal amount of any such Notes that are accepted for purchase, which is equal to the Total Consideration minus the Early Tender Payment.

The Total Consideration or the Tender Offer Consideration, as applicable, for Notes accepted for purchase in the Tender Offer will be paid together with accrued and unpaid interest with respect to such Notes from and including the most recent interest payment date for the Notes to, but not including, the applicable settlement date.

The settlement date for all Notes validly tendered at or prior to the Early Tender Time, and not validly withdrawn prior to the Withdrawal Deadline, and accepted by the Company for purchase in the Tender Offer is expected to occur on March 5, 2026, a day prior to the early settlement date previously announced.

J.P. Morgan Securities LLC and UBS Investment Bank are acting as the dealer managers (the "Dealer Managers") for the Tender Offer. Global Bondholder Services Corporation is acting as the Information Agent and the Depositary for the Tender Offer. Questions regarding the Tender Offer should be directed to J.P. Morgan Securities LLC at (212) 834-7489 (collect) or (866) 834-4666 (toll-free) and UBS Investment Bank at (212) 882-5723 (collect) and (833) 690-0971 (toll-free). Requests for documentation should be directed to Global Bondholder Services Corporation at (212) 430-3774 (for banks and brokers) or (855) 654-2014 (for all others).

This announcement is for informational purposes only. This announcement is not an offer to purchase or a solicitation of an offer to sell the Notes, or a notice of redemption with respect to the Notes. The Tender Offer is being made solely pursuant to the Offer to Purchase. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of the Company by the Dealer Managers, or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

None of the Company or its affiliates, the Dealer Managers, the Information Agent, the Depositary or the trustee with respect to the Notes is making any recommendation as to whether holders should tender any Notes in response to the Tender Offer, and neither the Company nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Notes, and, if so, the principal amount of Notes to tender.

About The Michaels Companies

At The Michaels Companies, Inc., our purpose is to fuel the joy of creativity and celebration. As the leading destination for creating and celebrating in North America, we operate over 1,300 stores in 49 states and Canada and online at Michaels.com and Michaels.ca. The Michaels Companies, Inc. also owns Artistree, a manufacturer of custom and specialty framing merchandise. Founded in 1973 and headquartered in Irving, Texas, Michaels is the best place for all things creative. For more information, please visit www.michaels.com.

The Michaels Companies Safe Harbor Statement: 

Some of the statements in this news release constitute "forward-looking statements" that do not directly or exclusively relate to historical facts. The forward-looking statements made in this release reflect the Company's intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors, many of which are outside of the Company's control. Known risks include, among others, the risks included in the Company's reports posted on the website it maintains to provide information and reports to holders of the Notes. Because actual results could differ materially from the Company's intentions, plans, expectations, assumptions and beliefs about the future, you are urged to view all forward-looking statements contained in this press release with caution. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACT:
Allison Malkin
ICR
allison.malkin@icrinc.com

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SOURCE The Michaels Companies, Inc.

FAQ

What price did MIK set for the tender offer on March 3, 2026?

The tender offer Total Consideration is $1,006.24 per $1,000 for early tenders. According to the company, that amount includes a $30 early tender payment and was calculated using a 3.740% Reference Yield and +0 bps spread.

How much is the early tender payment in The Michaels Companies (MIK) offer?

The early tender payment is $30.00 per $1,000 principal for notes accepted. According to the company, that payment is included in the Total Consideration of $1,006.24 for tenders at or before March 3, 2026 5:00 p.m. ET.

What is the Reference Yield and UST reference for MIK's March 3, 2026 tender?

The Reference Yield was set at 3.740%, using the 4.875% U.S. Treasury due April 30, 2026. According to the company, the yield was determined at 2:00 p.m. New York time on March 3, 2026 by the dealer managers.

When will settlement occur for notes tendered early in MIK's offer?

Settlement for notes validly tendered at or before the Early Tender Time is expected on March 5, 2026. According to the company, this settlement date is one day earlier than a previously announced early settlement date.

What consideration do note holders receive if they tender after the early deadline in MIK's offer?

Holders who tender after the early deadline will receive the Tender Offer Consideration of $976.24 per $1,000 accepted. According to the company, that amount equals the Total Consideration minus the $30 early tender payment and excludes the early payment.