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Tommy Hilfiger begins tender offers and consent solicitations
07 Apr '06
2 min read
Fashion designer Tommy Hilfiger USA Inc, a wholly owned subsidiary of Tommy Hilfiger Corporation, has commenced two separate tender offers to purchase any and all of its outstanding 6.85 percent Notes due 2008 (the '2008 Notes') and 9 percent Senior Bonds due 2031 (the '2031 Senior Bonds' and together with the 2008 Notes, the 'Notes'), respectively.
The company is also soliciting consents from holders of the 2008 Notes and the 2031 Senior Bonds for certain amendments that would, among other things, eliminate the principal restrictive covenants, including those relating to limitations on the company's liens and indebtedness, as well as certain related events of default contained in the indenture under which the 2008 Notes and the 2031 Senior Bonds were issued.
The tender offers and the consent solicitations are being conducted in connection with the previously announced agreement to merge Tommy Hilfiger Corporation, the parent corporation of the company, with an affiliate of funds advised by Apax Partners, a leading global private equity firm (the 'Merger').
The company has scheduled a special meeting of shareholders for May 9th 2006 to vote on and approve the Merger.
Apax has irrevocably waived the closing condition to the Merger that the debt tender offers shall have been consummated and that consents shall have been obtained from the holders of a majority of the outstanding principal amount of each series of Notes; provided, that, ifsuch consents are not obtained with respect to the 2031 Senior Bonds, the Company shall have effected a covenant defeasance of the 2031 Senior Bonds pursuant to Section 1010 of the indenture under which the 2031 Senior Bonds were issued.
The company is also soliciting consents from holders of the 2008 Notes and the 2031 Senior Bonds for certain amendments that would, among other things, eliminate the principal restrictive covenants, including those relating to limitations on the company's liens and indebtedness, as well as certain related events of default contained in the indenture under which the 2008 Notes and the 2031 Senior Bonds were issued.
The tender offers and the consent solicitations are being conducted in connection with the previously announced agreement to merge Tommy Hilfiger Corporation, the parent corporation of the company, with an affiliate of funds advised by Apax Partners, a leading global private equity firm (the 'Merger').
The company has scheduled a special meeting of shareholders for May 9th 2006 to vote on and approve the Merger.
Apax has irrevocably waived the closing condition to the Merger that the debt tender offers shall have been consummated and that consents shall have been obtained from the holders of a majority of the outstanding principal amount of each series of Notes; provided, that, ifsuch consents are not obtained with respect to the 2031 Senior Bonds, the Company shall have effected a covenant defeasance of the 2031 Senior Bonds pursuant to Section 1010 of the indenture under which the 2031 Senior Bonds were issued.
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