Wm. Wrigley Jr. Company Prices Offering of $1.80 Billion in Aggregate Principal Amount of Senior Secured Notes

Jun 21, 2010, 21:42 ET from Wm. Wrigley Jr. Company

CHICAGO, June 21 /PRNewswire-FirstCall/ -- Wm. Wrigley Jr. Company announced today that it priced a private placement (the "Offering") of $500.0 million in aggregate principal amount of Floating Rate Senior Secured Notes due 2011, $425.0 million in aggregate principal amount of 2.450% Senior Secured Notes due 2012, $375.0 million in aggregate principal amount of 3.050% Senior Secured Notes due 2013 and $500.0 million in aggregate principal amount of 3.700% Senior Secured Notes due 2014 (collectively, the "Notes").  Wrigley expects to complete the offering on June 28, 2010.

Wrigley intends to use the gross proceeds from the Offering, together with cash on hand, to (i) repay all remaining amounts outstanding under its $1,000.0 million existing senior secured term loan B-1 and its $850.0 million existing senior secured term loan B-2 and (ii) pay fees and expenses relating to the Offering. Substantially concurrently with the consummation of the Offering, Wrigley intends to enter into an amended and restated senior secured credit agreement, which will provide for a $500.0 million term loan and a $200.0 million revolving credit facility, and to borrow the term loan in full to repay all remaining amounts outstanding under its $500.0 million existing senior secured term loan A.  The consummation of the Offering is conditioned upon the substantially concurrent completion of the new senior secured credit facilities.

Additional information relating to Wrigley and the Offering will be made available to eligible holders of Wrigley's existing debt securities via a private website.  Wrigley intends to periodically post to such website updated financial information so long as the Notes remain outstanding.  To determine whether they are eligible to gain access to such website and to receive instructions on how to access such website, holders of Wrigley's debt securities should contact Anthony Gedeller at 312-645-4005. 

The notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or applicable state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws. Wrigley is offering the notes only to qualified institutional buyers under Rule 144A under the Securities Act and to persons outside the U.S. pursuant to Regulation S under the Securities Act.

This press release is neither an offer to sell nor a solicitation of an offer to buy the notes and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of the notes in any jurisdiction in which such offer, solicitation or sale is unlawful.

About Wrigley

Wm. Wrigley Jr. Company is a recognized leader in confections with a wide range of product offerings including gum, mints, hard and chewy candies and lollipops.  Wm. Wrigley Jr. Company has operations in more than 40 countries and distributes its world-famous brands in more than 180 countries.  Three of these brands – Wrigley's Spearmint®, Juicy Fruit®, and Altoids® – have heritages stretching back more than a century.  Other well-loved brands include Orbit®, Extra®, 5®, Skittles®, Doublemint®, Starburst®, Freedent®, Airwaves®, Life Savers®, Eclipse®, and Winterfresh®.  Wrigley is headquartered in Chicago, Illinois and operates as a subsidiary of Mars, Incorporated, based in McLean, Virginia.  Mars is a $30-billion, family-owned company that produces some of the world's leading confectionery, food and petcare products and has growing beverage and health & nutrition businesses.

Caution Concerning Forward-Looking Statements

This press release contains forward-looking statements which reflect management's expectations regarding our future growth, results of operations, operational and financial performance and business prospects and opportunities. These statements or disclosures may discuss goals, intentions and expectations as to future trends, plans, events, results of operations or financial condition or state other information relating to us, based on current beliefs of management as well as assumptions made by, and information currently available to, us.  Forward-looking statements generally will be accompanied by words such as "anticipate," "believe," "could," "estimate," "expect," "forecast," "intend," "may," "possible," "potential," "predict," "project" or other similar words, phrases or expressions. Although we believe these forward-looking statements are reasonable, they are based upon a number of assumptions concerning future conditions, any or all of which may ultimately prove to be inaccurate.

Forward-looking statements involve a number of risks and uncertainties that could cause actual results to vary. Important factors that could cause our actual results to differ materially from our forward-looking statements include, without limitation: an inability to retain appropriate retail space allocation in the countries where we compete; discounting and other competitive actions that may make it more difficult to maintain operating margins; volatile foreign currencies as manufacturing and sales of a significant portion of our products are outside the United States;  issues or concerns related to the quality and safety of our products, ingredients or packaging; failure to maintain the availability, sourcing and pricing of raw materials; political, social or other economic uncertainties in the countries in which we manufacture and/or sell our products;  failure to adequately anticipate and react to changing demographics and product preferences of consumers; future liquidity and future ability to fund capital expenditures, working capital and debt requirements are dependent upon our future financial performance, which is subject to many economic, commercial, financial and other factors that are beyond our control; debt service obligations and the restrictions of our debt covenants; disruptions in the transportation or distribution of our products; the effectiveness of our marketing and advertising programs; any material labor stoppages, such as disputes or strikes that could negatively affect shipments from suppliers or shipments of finished product; continued volatility and disruption in the global capital and credit markets could have a negative impact on our customers and suppliers; governmental regulations with respect to import duties, tariffs and environmental controls, both in and outside the United States; failure to adequately protect, maintain and enforce our intellectual property rights or if we infringe intellectual property rights of third parties; failure of our information technology systems could adversely impact our day-to-day business operations and decision making ability; volatility in the capital markets could have a negative impact on the funding obligations under our retirement plans; and loss of our management team which could harm our ability to implement our strategies. The factors identified above are believed to be important factors, but not necessarily all of the important factors, that could cause actual results to differ materially from those expressed in any forward-looking statement. Unpredictable or unknown factors could also have material effects on us. All forward-looking statements included in this offering memorandum are expressly qualified in their entirety by the foregoing cautionary statements. Except as required by law, we undertake no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events or otherwise.

SOURCE Wm. Wrigley Jr. Company



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