Attached files

file filename
8-K - 8-K - B&G Foods, Inc.a10-2384_18k.htm
EX-4.4 - EX-4.4--FIRST SUPPLEMENTAL INDENTURE - 12 % SENIOR SUB. NOTES - B&G Foods, Inc.a10-2384_1ex4d4.htm
EX-4.1 - EX-4.1--INDENTURE DATED AS OF JANUARY 25, 2010 - B&G Foods, Inc.a10-2384_1ex4d1.htm
EX-4.2 - EX-4.2--FIRST SUPPLEMENTAL INDENTURE - 7.625% SENIOR NOTES - B&G Foods, Inc.a10-2384_1ex4d2.htm
EX-4.5 - EX-4.5--FIRST SUPPLEMENTAL INDENTURE - 8% SENIOR NOTES - B&G Foods, Inc.a10-2384_1ex4d5.htm
EX-99.2 - EX-99.2--PRESS RELEASE DATED JANUARY 25, 2010 - B&G Foods, Inc.a10-2384_1ex99d2.htm

Exhibit 99.1

 

B&G Foods Closes $350.0 Million Public Offering of Senior Notes

— Refinances Existing 2011 Notes and 2016 Notes with Lower Cost Debt —

 

PARSIPPANY, N.J., January 25, 2010 — B&G Foods, Inc. (NYSE: BGS), a manufacturer and distributor of high quality, shelf-stable foods, announced today that it has completed a registered public offering of $350.0 million aggregate principal amount of 7.625% senior notes due 2018 at a price to the public of 99.271% of their face value.  The notes are guaranteed on a senior unsecured basis by certain subsidiaries of B&G Foods.

 

B&G Foods will use the net proceeds from the offering to purchase through tender offer or redemption all $240.0 million principal amount of its existing 8% senior notes due 2011 and all $69.5 million principal amount of its existing 12% senior subordinated notes due 2016 and to pay premiums, fees and expenses related to retirement of the existing notes.  B&G Foods will use any remaining net proceeds for general corporate purposes, including, the acquisition of assets used or useful in, or the equity of an entity engaged in, our business or a related business.

 

As part of the refinancing, B&G Foods previously purchased in the open market and through redemption $96.3 million aggregate principal amount of the 12% senior subordinated notes during the third and fourth quarters of 2009 with the proceeds of a common stock offering.

 

“We are very pleased with the success of our refinancing activity over the past several months,” stated David L. Wenner, President and Chief Executive Officer of B&G Foods.  “Beginning with our common stock offering in the third quarter of 2009 through the completion of this senior notes offering, we have significantly reduced our leverage and have replaced our existing senior notes and senior subordinated notes with a much lower cost debt structure that extends into 2018.”

 

Credit Suisse Securities (USA) LLC, Barclays Capital Inc., Banc of America Securities LLC and Goldman, Sachs & Co. acted as joint-book running managers, and RBC Capital Markets Corporation acted as a co-manager.

 

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.  The offering is being made only by means of a prospectus and the related prospectus supplement included as part of an effective shelf registration statement previously filed with the Securities and the Exchange Commission.

 

Interested persons may obtain copies of the prospectus and the related final prospectus supplement from Credit Suisse Securities (USA) LLC, Eleven Madison Avenue, New York, NY 10010; Barclays Capital Inc., c/o Broadridge Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, NY 11717; or BofA Merrill Lynch, 4 World Financial Center, New York, NY 10080, Attention: Prospectus Department.

 



 

About B&G Foods, Inc.

 

B&G Foods and its subsidiaries manufacture, sell and distribute a diversified portfolio of high-quality, shelf-stable foods across the United States, Canada and Puerto Rico.  B&G Foods’ products include hot cereals, fruit spreads, canned meats and beans, spices, seasonings, marinades, hot sauces, wine vinegar, maple syrup, molasses, salad dressings, Mexican-style sauces, taco shells and kits, salsas, pickles, peppers and other specialty food products.  B&G Foods competes in the retail grocery, food service, specialty, private label, club and mass merchandiser channels of distribution. Based in Parsippany, New Jersey, B&G Foods’ products are marketed under many recognized brands, including Ac’cent, B&G, B&M, Brer Rabbit, Cream of Rice, Cream of Wheat, Emeril’s, Grandma’s Molasses, Joan of Arc, Las Palmas, Maple Grove Farms of Vermont, Ortega, Polaner, Red Devil, Regina, Sa-són, Trappey’s, Underwood, Vermont Maid and Wright’s.

 

Forward-Looking Statements

 

Statements in this press release that are not statements of historical or current fact constitute “forward-looking statements.”  Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the actual results of B&G Foods to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties readers are urged to consider statements labeled with the terms “believes,” “belief,” “expects,” “intends,” “anticipates” or “plans” to be uncertain and forward-looking. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in B&G Foods’ filings with the Securities and Exchange Commission, including under Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for fiscal 2008 filed on March 5, 2009.  B&G Foods’ undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

 

Contacts:

 

Investor Relations:
ICR, Inc.
Don Duffy
866-211-8151

 

Media Relations:
ICR, Inc.
Matt Lindberg
203-682-8214