LIVONIA, Mich.--(BUSINESS WIRE)--
Masco Corporation (NYSE: MAS) (“Masco”) announced today the
consideration to be paid in the previously announced cash tender offers
(the “Tender Offers”) to purchase up to an aggregate purchase price
(each, a “Maximum Series Tender Cap”) for each of the four series of
notes issued by Masco (the “Notes”) as shown in the table below. Masco
previously announced the increase of the Maximum Series Tender Cap for
the 6.50% Notes due 2032 as shown in the table below. The Maximum Series
Tender Cap for each of the remaining series of Notes remains unchanged.
The Tender Offers are being made pursuant to the terms and conditions
set forth in the offer to purchase dated June 12, 2017 (the “Offer to
Purchase”).
As of 5:00 p.m., New York City time, on June 23, 2017 (the "Early Tender
Date"), as reported by D.F. King & Co., Inc., the tender and information
agent for the Tender Offers, the principal amounts of the Notes listed
in the table below had been validly tendered and not validly withdrawn.
The applicable Reference Yield, Repurchase Yield and Total Consideration
(as defined below) for the principal amount of such Notes accepted for
purchase are detailed in the table below.
Security (CUSIP No.)
|
|
Initial Principal Amount
|
|
Original Maximum Series Tender Cap
|
|
Revised Maximum Series Tender Cap
|
|
U.S. Treasury Reference Security
|
|
Reference Yield
|
|
Fixed Spread
|
|
Repurchase Yield
|
|
Principal Amount Tendered
|
|
Principal Amount Accepted
|
|
Early Tender Payment (b)(c)
|
|
Total Consideration
(b)(c)
|
7.125% Notes due March 15, 2020 (574599BG0)
|
|
$500,000,000
|
|
$340,000,000
|
|
No Change
|
|
1.625% UST due 3/15/2020
|
|
1.451%
|
|
+50 bps
|
|
1.951%
|
|
$344,581,000
|
|
$299,240,000
|
|
$30
|
|
$1,136.21
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.95% Notes due March 15, 2022 (574599BH8)
|
|
$400,000,000
|
|
$85,000,000
|
|
No Change
|
|
1.75% UST due 5/31/2022
|
|
1.752%
|
|
+75 bps
|
|
2.502%
|
|
$311,552,000
|
|
$73,755,000
|
|
$30
|
|
$1,152.46
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.75% Notes due August 1, 2029 (574599AT3)
|
|
$296,000,000
|
|
$85,000,000
|
|
No Change
|
|
2.375% UST due 5/15/2027
|
|
2.128%
|
|
+165 bps
|
|
3.778%
|
|
$115,295,000
|
|
$61,473,000
|
|
$30
|
|
$1,382.71
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.50% Notes due August 15, 2032 (574599AY2)
|
|
$300,000,000
|
|
$85,000,000
|
|
$127,600,000
|
|
2.375% UST due 5/15/2027
|
|
2.128%
|
|
+195 bps
|
|
4.078%
|
|
$136,762,000
|
|
$100,357,000
|
|
$30
|
|
$1,271.45
|
|
___________________________________
|
|
(a)
|
Per $1,000 principal amount.
|
|
(b)
|
The Total Consideration for Notes validly tendered prior to or at
the Early Tender Date and accepted for purchase is calculated
using the applicable Fixed Spread (as defined below) and is
inclusive of the Early Tender Payment (as defined below).
|
|
|
|
In addition to the applicable total consideration specified in the table
above (the “Total Consideration”) for each $1,000 principal amount of
Notes tendered at or prior to the Early Tender Date and accepted for
payment, Masco will pay accrued and unpaid interest up to, but not
including, June 27, 2017, the expected settlement date, for the Notes
tendered at or prior to the Early Tender Date in the Tender Offers. The
applicable Total Consideration was calculated in the manner described in
the Offer to Purchase by reference to the applicable fixed spread for
such Note (the “Fixed Spread”) specified in the table above plus the
applicable yield to maturity based on the bid-side price of the
applicable U.S. Treasury Reference Security specified in the table above
at 11:00 a.m., New York City time, on June 26, 2017. The Total
Consideration also includes the applicable early tender payment for each
$1,000 principal amount of such Note specified in the table above (the
“Early Tender Payment”).
The Tender Offers will expire at 11:59 p.m., New York City time, on July
11, 2017, unless extended or earlier terminated. Because the Tender
Offers have been fully subscribed as of the Early Tender Date, holders
who tendered Notes after the Early Tender Date will not have any of
their Notes accepted for purchase. Any Notes tendered after the Early
Tender Date, together with any Notes tendered at or prior to the Early
Tender Date but not accepted for purchase by Masco, including Notes not
accepted because of proration, will be returned to the holders thereof
as described in the Offer to Purchase.
The withdrawal deadline for the Tender Offers was 5:00 p.m., New York
City time, on June 23, 2017 (the “Withdrawal Deadline”) and has not been
extended. Accordingly, previously tendered Notes and Notes tendered
after the Withdrawal Deadline may not be withdrawn, subject to
applicable law.
Masco will fund the Tender Offers with the proceeds from the sale of its
3.500% Notes due 2027 and its 4.500% Notes due 2047, which was completed
on June 21, 2017, and with cash on hand.
J.P. Morgan Securities LLC and RBC Capital Markets, LLC are acting as
dealer managers for the Tender Offers. D.F. King & Co., Inc. is acting
as the tender and information agent for the Tender Offers.
For additional information regarding the terms of the Tender Offers,
please contact the dealer managers: J.P. Morgan Securities LLC at (866)
834-4666 (toll free) or (212) 834-3424 or RBC Capital Markets, LLC at
(877) 381-2099 (toll free) or (212) 618-7822. The Offer to Purchase may
be obtained from D.F. King & Co., Inc. by calling toll-free at (866)
796-3441 (bankers and brokers can call collect at (212) 269-5550) or
e-mailing mas@dfking.com.
The obligation of Masco to accept any Notes tendered and to pay the
consideration for Notes is subject to satisfaction or waiver of certain
conditions and other terms set forth solely in the Offer to Purchase.
This news release shall not be construed as an offer to purchase or
sell or a solicitation of an offer to purchase or sell any of the Notes
or any other securities. Masco, subject to applicable law, may amend,
extend or terminate the Tender Offers and may postpone the acceptance
for purchase of, and payment for, the Notes so tendered. The
Tender Offers are not being made in any jurisdiction in which the making
or acceptance thereof would not be in compliance with the securities,
blue sky or other laws of such jurisdiction. None of Masco, the
dealer managers, the information agent or the depositary makes any
recommendations as to whether holders of the Notes should tender their
Notes pursuant to the Tender Offers.
Headquartered in Livonia, Mich., Masco Corporation is a global leader in
the design, manufacture and distribution of branded home improvement and
building products. Masco’s portfolio of industry-leading brands includes
Behr® paint; Delta® and Hansgrohe® faucets, bath and shower fixtures;
KraftMaid® and Merillat® cabinets; Milgard® windows and doors; and
HotSpring® spas. Masco leverages its powerful brands across product
categories, sales channels and geographies to create value for its
customers and shareholders. For more information about Masco
Corporation, visit masco.com.
Cautionary Statements
This news release contains statements about future events and
expectations, or forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, as amended. These projections and
statements reflect Masco’s current views with respect to future events
and financial performance. No assurances can be given, however, that
these events will occur or that these projections will be achieved, and
actual results could differ materially from those projected as a result
of certain risk factors, including those described in and incorporated
by reference into the Offer to Purchase. Masco undertakes no obligation
to update the information contained in this news release to reflect
subsequently occurring events or circumstances.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170626006155/en/
Source: Masco Corporation