Primo Brands Corporation Announces Expiration and Final Settlement of Exchange Offers for Outstanding Senior Notes
Rhea-AI Summary
Primo Brands (NYSE: PRMB) has announced the final results of its private exchange offers for three series of outstanding senior notes. The exchange offers included:
- €450M of 3.875% Senior Notes due 2028
- $750M of 4.375% Senior Notes due 2029
- $713M of 6.250% Senior Notes due 2029
Following the Early Tender Date (February 7, 2025), additional notes were tendered by the Expiration Date (February 25, 2025): €2.64M of 2028 Notes, $120K of 2029 Notes, and $13.69M of BlueTriton Notes. The final settlement is expected on February 28, 2025. After settlement, remaining outstanding amounts will be: €8.12M of 2028 Notes, $3.55M of 2029 Notes, and $263K of BlueTriton Notes.
Positive
- High participation rate with over 98% of notes tendered across all series
- Successful debt restructuring maintaining same interest rates
Negative
- None.
News Market Reaction – PRMB
In the trading session that priced this news, PRMB gained 0.42%, reflecting a mild positive market reaction.
Data tracked by StockTitan Argus on the day of publication.
AI-generated analysis. How Rhea-AI works. Not financial advice.
As previously announced, as of 5:00 p.m.,
Following the Early Tender Date and on or prior to 5:00 p.m.,
The final settlement for the Late Tender Notes is expected to occur on February 28, 2025 (the "Final Settlement Date"), subject to all the conditions to the applicable Offer having been satisfied or waived by the Issuers. Following such final settlement, the aggregate principal amount of (i) Existing Primo 2028 Notes outstanding will be
In addition to the Exchange Consideration, the Issuers will pay in cash all of the accrued and unpaid interest on the Late Tender Notes accepted in the Offers from the applicable latest interest payment date for such series of Existing Notes to, but not including, the Final Settlement Date. Eligible Holders who receive New Notes in exchange for Late Tender Notes on the Final Settlement Date will receive New Notes that will have an embedded entitlement to pre-issuance interest for the period from, and including, February 12, 2025, the early settlement date of the Offers, to, but not including, the Final Settlement Date. As a result, the cash payable for accrued and unpaid interest on the Late Tender Notes exchanged on the Final Settlement Date will be reduced by the amount of pre-issuance interest on the New Notes exchanged therefor.
The Offers were made, and the New Notes are being offered and issued, pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), and the rules and regulations of the Securities and Exchange Commission (the "SEC") promulgated thereunder, and are also not being registered under any state or foreign securities laws. The New Notes may not be offered or sold in
This communication is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security and does not constitute an offer, solicitation, or sale of any security in any jurisdiction in which such offer, solicitation, or sale would be unlawful.
About Primo Brands Corporation
Primo Brands is a leading North American branded beverage company with a focus on healthy hydration, delivering responsibly and domestically sourced diversified offerings across products, formats, channels, price points, and consumer occasions, distributed in every state and
Primo Brands has an extensive portfolio of highly recognizable, responsibly sourced, and conveniently packaged branded beverages distributed across more than 200,000 retail outlets, including established billion-dollar brands, Poland Spring® and Pure Life®, premium brands like Saratoga® and Mountain Valley®, regional leaders such as Arrowhead®, Deer Park®, Ice Mountain®, Ozarka®, and Zephyrhills®, purified brands including Primo Water® and Sparkletts®, and flavored and enhanced brands like Splash® and AC+ION®. These brands are sold directly across retail channels, including mass food, convenience, natural, drug, wholesale, distributors, and home improvement, as well as food service accounts in
Primo Brands also has extensive direct-to-consumer offerings with its industry-leading line-up of innovative water dispensers, which create consumer connectivity through recurring water purchases across its Water Direct, Water Exchange and Water Refill businesses. Through its Water Direct business, Primo Brands delivers hydration solutions direct to home and business consumers. Through its Water Exchange business, consumers can visit approximately 26,500 retail locations and purchase a pre-filled, multi-use bottle of water that can be exchanged after use for a discount on the next purchase. Through its Water Refill business, consumers have the option to refill empty multi-use bottles at approximately 23,500 self-service refill stations. Primo Brands also offers water filtration units for home and business consumers across
Primo Brands is a leader in reusable and circular packaging, helping to reduce waste through its reusable, multi-serve bottles and innovative brand packaging portfolio, made from recycled plastic, aluminum, and glass. Primo Brands responsibly sources from numerous springs and manages water resources for long-term sustainability, helping to protect more than 28,000 acres of watershed and wetlands area owned by the Company for preservation and to promote continued consumer access clean, safe drinking water. The Company is proud to partner with the International Bottled Water Association in
Primo Brands employs more than 13,000 associates with dual headquarters in
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements and forward-looking information within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements involve inherent risks and uncertainties, and several important factors could cause actual results to differ materially from those contained in any such forward-looking statement. In some cases, forward-looking statements may be identified by words such as "may," "will," "would," "should," "could," "expect," "aim," "anticipate," "believe," "estimate," "intend," "plan," "predict," "project," "seek," "potential," "opportunities," and other similar expressions and the negatives of such expressions. However, not all forward-looking statements contain these words. They also include statements regarding the Company's intentions, beliefs, or current expectations concerning, among other things, the New Notes, the Final Settlement Date, and other information that is not historical information. These statements involve known and unknown risks, uncertainties, and other factors that may cause the Company's actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements.
Although management believes that it has a reasonable basis for each forward-looking statement contained in this press release, you are cautioned that these statements are based on a combination of facts and factors currently known by the Company and its expectations of the future, about which it cannot be certain. Important factors that could cause actual results to differ materially from the forward-looking statements include, but are not limited to: risks related to the New Notes; the ability of the Company to consummate the final settlement of the Offers and Consent Solicitations in a timely manner or at all; the Company's ability to compete successfully in the markets in which it operates; fluctuations in commodity prices and the Company's ability to pass on increased costs to its customers or hedge against such rising costs, and the impact of those increased prices on the Company's volumes; the Company's ability to maintain favorable arrangements and relationships with its suppliers; the Company's ability to manage supply chain disruptions and cost increases related to inflation; the Company's ability to manage its operations successfully; adverse changes in general economic conditions, including inflation and interest rates; any disruption to production at the Company's manufacturing facilities; the Company's ability to maintain access to its water sources; the impact of climate change on the Company's business; the Company's ability to protect its intellectual property; the seasonal nature of the Company's business and the effect of adverse weather conditions; the impact of national, regional, and global events, including those of a political, economic, business, and competitive nature, such as the
As a result of these factors, the Company cannot assure you that the forward-looking statements in this press release will prove to be accurate. You should understand that it is not possible to predict or identify all such factors. Consequently, you should not consider any such list to be a complete discussion of all potential risks or uncertainties that may substantially impact the Company's business. Moreover, Primo Brands operates in a competitive and rapidly changing environment. New factors emerge from time to time and it is not possible to predict the impact of all of these factors on the Company's business, financial condition, or results of operations.
Furthermore, if any forward-looking statements prove to be inaccurate, the inaccuracy may be material. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by Primo Brands or any other person that the Company will achieve its objectives, plans, or cost savings in any specified time frame or at all. In addition, even if its results of operations, financial condition, and liquidity, and the development of the industry in which the Company operates, are consistent with the forward-looking statements contained in this press release, those results or developments may not be indicative of results or developments in subsequent periods. The forward-looking statements contained in this press release are made only as of the date of this press release. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.
Source
Primo Brands Corporation
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SOURCE Primo Brands Corporation