Chobani Announces Pricing of its Upsized $650 Million Private Offering of Senior PIK Toggle Notes

News provided by

Oct 15, 2024, 18:21 ET

NEW BERLIN, N.Y., Oct. 15, 2024 /PRNewswire/ -- Chobani, LLC (the "Company" or "Chobani"), a next-generation food and beverage company that strives to deliver consistent, profitable growth by making high-quality, nutritious, and delicious food accessible to all while positively impacting communities and the world, today announced the pricing and upsize of the previously announced private placement offering (the "offering") by Chobani Holdco II, LLC, an indirect parent of Chobani ("Chobani Holdco"), and has agreed to issue and sell $650 million in aggregate principal amount of Chobani Holdco's newly issued Senior PIK Toggle Notes due on October 1, 2029, which will bear interest at a rate of 8.750% per annum with respect to Cash Interest and 9.500% per annum with respect to any PIK Interest (including any Partial PIK Interest) from the issue date or from the most recent date to which interest has been paid or provided for (the "notes"). The notes will not be guaranteed on the issue date and will only be guaranteed in the future under certain limited circumstances. Completion of the offering is expected to occur on October 22, 2024, and is subject to, among other things, standard closing and market conditions.

Chobani Holdco intends to use the net proceeds from the offering to fund a dividend to its indirect parent, FHU US Holdings, LLC, which intends to use such dividend to redeem a portion of the Class B Preferred Units issued to an affiliate of the Healthcare of Ontario Pension Plan and to pay related fees and expenses. Any remaining net proceeds from the offering will be used for general corporate purposes.

The notes will be Chobani Holdco's senior unsecured obligations, will rank equal in right of payment with existing and future senior debt of Chobani Holdco and will rank senior in right of payment to any future subordinated debt of Chobani Holdco. The notes will be subordinated to any existing and future secured debt of Chobani Holdco, to the extent of the value of the assets securing such secured debt. The notes will be structurally subordinated to all existing and future indebtedness and other claims and liabilities, including preferred stock, of Chobani Holdco's subsidiaries, including under certain credit facilities and existing notes of Chobani Global Holdings, LLC, a direct parent of Chobani.

The notes to be offered will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or any other state securities laws. As a result, they may not be offered or sold in the United States or to any U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the notes will be offered only to persons reasonably believed to be "qualified institutional buyers" under Rule 144A of the Securities Act or, outside the United States, to persons other than "U.S. persons" in compliance with Regulation S under the Securities Act. A confidential offering memorandum for the notes will be made available to such eligible persons. The offering will be conducted in accordance with the terms and subject to the conditions set forth in such offering memorandum.

This news release is neither an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of, these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Cautionary Statement

Certain statements contained herein are "forward-looking statements" within the meaning of applicable securities laws and regulations. These forward-looking statements can generally be identified by the use of words such as "believe," "intend," "may," "will," "would," "shall," and similar words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements regarding the offering, the ability to complete the offering, and other statements that are not historical fact. Particular uncertainties that could cause the Company's actual results to be materially different than those expressed in the Company's forward-looking statements include, but are not limited to, the factors disclosed under "Special Note Regarding Forward-Looking Statements" and "Risk Factors" in Chobani Holdco's offering memorandum.

About Chobani

Chobani is a food maker with a mission of making high-quality and nutritious food accessible to more people, while elevating our communities and making the world a healthier place. In short: making good food for all. In support of this mission, Chobani is a purpose-driven, people-first, food-and-wellness-focused company, and has been since its founding in 2005 by Hamdi Ulukaya, an immigrant to the U.S. The Company manufactures yogurt, oat milk, and creamers – Chobani yogurt is America's No.1 yogurt brand, made with natural ingredients without artificial preservatives. Following the 2023 acquisition of La Colombe, a leading coffee roaster with a shared commitment to quality, craftmanship and impact, the Company began selling cold-pressed espresso and lattes on tap at 32 cafes, as well as ready-to-drink (RTD) coffee beverages at retail.

Chobani uses food as a force for good in the world – putting humanity first in everything it does. The Company's philanthropic efforts prioritize giving back to its communities and beyond: working to eradicate child hunger, supporting immigrants, refugees and underrepresented people, honoring veterans, and protecting the planet. Chobani manufactures its products in New York, Idaho, Pennsylvania, Michigan and Australia, and its products are available throughout North America and distributed in Australia and other select markets.

SOURCE Chobani, LLC