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COLUMBUS, Ohio, June 05, 2019 (GLOBE NEWSWIRE) -- L Brands, Inc. (NYSE: LB) announced today that it is offering to sell $500 million aggregate principal amount of unsecured senior notes due 2029 (the “2029Notes”) in a public offering underwritten by Citigroup, BofA Merrill Lynch, HSBC and J.P. Morgan as joint-book running managers. The 2029 Notes will be guaranteed by certain of the company’s subsidiaries.
The company intends to use the net proceeds from the offering of the 2029 Notes, together with approximately $300 million of cash on hand (without taking into account additional funds necessary to pay accrued and unpaid interest on the notes subject to the tender offers as described herein), to fund tender offers to purchase for cash (the “Tender Offers”) (i) any and all of its outstanding 7.000% Senior Notes due 2020 (the “2020Notes”) and (ii) its outstanding 6.625% Senior Notes due 2021 (the “2021Notes”), 5.625% Senior Notes due 2022 (the “2022Notes”) and 5.625% Senior Notes due 2023 (the “2023 Notes,” and together with the 2021 Notes and the 2022 Notes, the “WaterfallNotes”) up to an aggregate principal amount that will not result in an aggregate purchase price (excluding accrued and unpaid interest) that exceeds $449 million. The Tender Offers are being made pursuant to an Offer to Purchase dated June 5, 2019 and related letter of transmittal. If the Tender Offers are not consummated or the net proceeds from the offering of the 2029 Notes exceed the total consideration payable in the Tender Offers, we intend to use the remaining net proceeds from the offering to optionally redeem any and all 2020 Notes that remain outstanding and, to the extent net proceeds remain, to fund general corporate purposes, which may include the repayment or repurchase of our other indebtedness.
The offering of the 2029 Notes is not contingent on the consummation of the Tender Offers or any minimum amount of tenders in the Tender Offers. The foregoing does not constitute an offer to purchase, or a notice of redemption or an obligation to issue a notice of redemption for, the 2020 Notes, the Waterfall Notes or any other notes.
The company has filed a registration statement (including a prospectus and related preliminary prospectus supplement for the offering) with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the preliminary prospectus supplement, the accompanying prospectus in that registration statement and the other documents the company has filed with the SEC for more complete information about the company and this offering. You may get these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, the company, any underwriter or any dealer participating in the offering will arrange to send you the preliminary prospectus supplement and the accompanying prospectus if you request it by contacting Citigroup Global Markets Inc. c/o Broadridge Financial Solutions by mail at 1155 Long Island Avenue, Edgewood, NY, 11717, or by email at email@example.com; BofA Merrill Lynch by mail at NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte NC 28255-0001, Attn: Prospectus Department, or by email at firstname.lastname@example.org; HSBC Securities (USA) LLC by calling 212-525-5000 (call collect) or J.P. Morgan Securities LLC by mail at c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York, 11717 or by calling (866) 803-9204.
This press release shall not constitute an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful. The offering of the 2029 Notes may be made only by means of a prospectus supplement and the accompanying prospectus.
ABOUT L BRANDS:
L Brands, through Victoria’s Secret, PINK and Bath & Body Works, is an international company. The company operates 2,920 company-owned specialty stores in the United States, Canada, the United Kingdom and Greater China, and its brands are also sold in more than 650 franchised locations worldwide. The company’s products are also available online at www.VictoriasSecret.com and www.BathandBodyWorks.com.
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
We caution that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this press release or made by our Company or our management involve risks and uncertainties and are subject to change based on various factors, many of which are beyond our control. Accordingly, our future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. Words such as “estimate,” “project,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “planned,” “potential” and any similar expressions may identify forward-looking statements. Risks associated with the following factors, among others, in some cases have affected and in the future could affect our financial performance and actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements included in this press release or otherwise made by our Company or our management:
We are not under any obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this press release to reflect circumstances existing after the date of this press release or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized. Additional information regarding these and other factors can be found in Item 1A. Risk Factors in our 2018 Annual Report on Form 10-K.
For further information, please contact:
|Investor Relations||Media Relations|
|Amie Preston||Tammy Roberts Myers|
|(614) 415-6704||(614) 415-7072|