Simmons Foods Announces Completion Of Cash Tender Offer For Its Outstanding 10.50% Second Lien Senior Secured Notes Due 2017

SILOAM SPRINGS, Ark., Oct. 16, 2014 /PRNewswire/ -- Simmons Foods, Inc., Simmons Prepared Foods, Inc., Simmons Pet Food, Inc., Simmons Feed Ingredients, Inc., Simmons Custom Processing, Inc., Simmons Energy Solutions, Inc. and Pro*Cal, Inc. (collectively "Simmons") announced today the completion of its previously announced cash tender offer and consent solicitation for all of its $315 million aggregate principal amount of outstanding 10.50% Second Lien Senior Secured Notes due 2017 (the "Notes").  The tender offer expired at 11:59 p.m., New York City time, on October 15, 2014.  On October 1, 2014, Simmons accepted for purchase and payment $263,022,000 of the Notes that were validly tendered and not withdrawn at or prior to 5:00 p.m., New York City time, on September 30, 2014, representing 83.5% of the outstanding principal amount of the Notes.  No additional outstanding Notes were tendered in the tender offer other than the Notes repurchased on October 1, 2014. 

On October 1, 2014, Simmons irrevocably called for redemption up to the $51,978,000 principal amount of Notes that remain outstanding and discharged all obligations under the Notes and the indenture governing the Notes by depositing with the Trustee under the indenture governing the Notes an amount of funds sufficient to pay the redemption price for such Notes, plus accrued and unpaid interest to, but not including, the date of redemption, which is November 1, 2014.  This press release does not and shall not constitute a notice of redemption under the indenture governing the Notes.

Wells Fargo Securities, LLC acted as dealer manager and solicitation agent for the tender offer and the consent solicitation, and D.F. King & Co., Inc. acted as tender agent and information agent for the tender offer and consent solicitation.

This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the Notes. This press release also is not a solicitation of consents to the proposed amendments to the indenture. The tender offer and consent solicitation were made solely by means of the tender offer and consent solicitation documents, including the Offer to Purchase and Consent Solicitation Statement, dated September 17, 2014, and a related Letter of Transmittal and Consent, that Simmons distributed to holders of Notes.

Based in Siloam Springs, Arkansas, Simmons is one of the leading vertically integrated poultry processors and the largest private label wet pet food producer in the United States and Canada. Simmons operates in three primary business segments: (i) poultry, (ii) pet food and (iii) protein, with operations in Arkansas, Oklahoma, Missouri, Kansas, New Jersey and Ontario, Canada. Simmons is privately owned and has approximately 5,800 employees.

This release contains forward-looking statements with respect to the timing and principal amount of debt securities to be purchased in the cash tender offer, including certain terms and conditions of the tender offer.  By their nature, forward-looking statements are subject to numerous assumptions, risks, and uncertainties. A number of factors could cause actual conditions, events or results to differ significantly from those described in the forward-looking statements. These factors include, but are not limited to, those that may be set forth in the Offer Documents. Actual results, performance or achievement could differ materially from those contained in these forward-looking statements for a variety of reasons. Other unknown or unpredictable factors also could have a material adverse effect on our business, financial condition and results of operations.

SOURCE Simmons Foods, Inc.

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