B&G Foods Announces Proposed Tack-on Offering of $100.0 Million of 8.000% Senior Secured Notes due 2028

Rhea-AI Summary

B&G Foods (NYSE: BGS) announced plans to offer an additional $100.0 million in 8.000% senior secured notes due 2028. This offering, subject to market conditions, will be an add-on to the senior secured notes issued on September 26, 2023. These new notes, guaranteed by certain domestic subsidiaries, will be secured by a first-priority interest in most of B&G Foods' and the guarantors' property, excluding real estate and certain intangible assets. The proceeds will be used to repay part of B&G Foods' revolving credit loans under its senior secured credit agreement and cover related fees and expenses. The notes will be offered to qualified institutional buyers under Rule 144A and certain non-U.S. persons under Regulation S. The offering is exempt from registration under the Securities Act of 1933 and will not be registered under any state or international securities laws. There is no assurance that the offering will be completed as described.

Positive

• B&G Foods aims to raise $100.0 million through an additional offering of 8.000% senior secured notes due 2028.
• Proceeds from the offering will be used to repay a portion of B&G Foods' revolving credit loans, potentially reducing interest expenses.

Negative

• The offering is subject to market conditions, indicating uncertainty in its successful completion.
• The new senior secured notes will increase B&G Foods' overall debt obligations.

Insights

Financial Analyst

B&G Foods' announcement of an additional $100 million offering of 8.000% senior secured notes due 2028 stands out primarily for its financial implications. This move reflects the company's strategy to manage its debt portfolio and optimize liquidity. However, it's important to evaluate the context and potential impacts on both the company's financial health and shareholder value.

Firstly, the offering's 8.000% interest rate is relatively high, which indicates that B&G Foods may be perceived as a higher-risk borrower by the market. For retail investors, this could signal underlying challenges in the company's financial stability or growth prospects that necessitate borrowing at such rates. The proceeds aimed at repaying revolving credit loans suggest a dire need to manage short-term obligations and avoid liquidity crunches. While this can temporarily ease financial stress, it doesn't address potential underlying issues that led to the accumulation of such debt.

In the short term, the injection of cash from this offering can provide immediate relief and potentially support operational needs. Nevertheless, the high interest expense will weigh on future earnings, impacting profitability and potentially limiting the capacity for reinvestment in growth initiatives. As a retail investor, one should be mindful of the trade-offs between immediate liquidity benefits and long-term financial burdens.

Overall, the offering's high interest rate and the need to refinance revolving credit loans suggest cautious optimism but also highlight underlying financial challenges that require close monitoring.

PARSIPPANY, N.J.--(BUSINESS WIRE)-- B&G Foods, Inc. (NYSE: BGS) announced today its intention to offer, subject to market and other conditions, an additional $100.0 million aggregate principal amount of 8.000% senior secured notes due 2028 in a transaction exempt from registration under the Securities Act of 1933, as amended.

The new senior secured notes will constitute an additional issuance of senior secured notes under the indenture, dated as of September 26, 2023, governing the previously issued 8.000% senior secured notes due 2028.

The new senior secured notes will be guaranteed on a senior secured basis by certain domestic subsidiaries of B&G Foods (that guarantee B&G Foods’ existing senior secured credit agreement, existing senior secured notes and existing senior unsecured notes). The new senior secured notes will be secured by a first-priority security interest in certain collateral, which generally includes most of B&G Foods’ and the guarantors’ right or interest in or to property of any kind, except for real property and certain intangible assets, and which collateral also secures B&G Foods’ existing senior secured credit agreement and existing senior secured notes on a pari passu basis.

B&G Foods intends to use the proceeds of the offering to repay a portion of B&G Foods’ revolving credit loans under its senior secured credit agreement and pay related fees and expenses. However, there can be no assurances that the offering of the new senior secured notes will be completed as described herein or at all.

The new senior secured notes and related guarantees will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on an exemption from registration pursuant to Rule 144A under the Securities Act, and to certain non-U.S. persons in transactions outside of the United States in reliance on Regulation S under the Securities Act. The new senior secured notes and the related guarantees have not been and will not be registered under the Securities Act, any state securities laws or the securities laws of any other jurisdiction. Accordingly, the new senior secured notes and the related guarantees 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 any applicable securities laws of any state or other jurisdiction.

This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy the new senior secured notes and the related guarantees, nor shall there be any sale of the new senior secured notes and the related guarantees in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About B&G Foods, Inc.

Based in Parsippany, New Jersey, B&G Foods and its subsidiaries manufacture, sell and distribute high-quality, branded shelf-stable and frozen foods across the United States, Canada and Puerto Rico. With B&G Foods’ diverse portfolio of more than 50 brands you know and love, including B&G, B&M, Bear Creek, Cream of Wheat, Crisco, Dash, Green Giant, Las Palmas, Le Sueur, Mama Mary’s, Maple Grove Farms, New York Style, Ortega, Polaner, Spice Islands and Victoria, there’s a little something for everyone.

Forward-Looking Statements

Statements in this press release that are not statements of historical or current fact constitute “forward-looking statements.” The forward-looking statements contained in this press release include, without limitation, statements related to B&G Foods’ intention to offer additional 8.000% senior secured notes due 2028 and the use of proceeds of the offering. 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,” “projects,” “intends,” “anticipates,” “assumes,” “could,” “should,” “estimates,” “potential,” “seek,” “predict,” “may,” “will” or “plans” and similar references to future periods to be uncertain and forward-looking. Factors that may affect actual results include, without limitation: the Company’s substantial leverage; the effects of rising costs for and/or decreases in supply of the Company’s commodities, ingredients, packaging, other raw materials, distribution and labor; crude oil prices and their impact on distribution, packaging and energy costs; the Company’s ability to successfully implement sales price increases and cost saving measures to offset any cost increases; intense competition, changes in consumer preferences, demand for the Company’s products and local economic and market conditions; the Company’s continued ability to promote brand equity successfully, to anticipate and respond to new consumer trends, to develop new products and markets, to broaden brand portfolios in order to compete effectively with lower priced products and in markets that are consolidating at the retail and manufacturing levels and to improve productivity; the ability of the Company and its supply chain partners to continue to operate manufacturing facilities, distribution centers and other work locations without material disruption, and to procure ingredients, packaging and other raw materials when needed despite disruptions in the supply chain or labor shortages; the impact pandemics or disease outbreaks, such as the COVID-19 pandemic, may have on the Company’s business, including among other things, the Company’s supply chain, manufacturing operations or workforce and customer and consumer demand for the Company’s products; the Company’s ability to recruit and retain senior management and a highly skilled and diverse workforce at the Company’s corporate offices, manufacturing facilities and other locations despite a very tight labor market and changing employee expectations as to fair compensation, an inclusive and diverse workplace, flexible working and other matters; the risks associated with the expansion of the Company’s business; the Company’s possible inability to identify new acquisitions or to integrate recent or future acquisitions or the Company’s failure to realize anticipated revenue enhancements, cost savings or other synergies from recent or future acquisitions; the Company’s ability to successfully complete the integration of recent or future acquisitions into the Company’s enterprise resource planning (ERP) system; tax reform and legislation, including the effects of the Infrastructure Investment and Jobs Act, U.S. Tax Cuts and Jobs Act and the U.S. CARES Act, and future tax reform or legislation; the Company’s ability to access the credit markets and the Company’s borrowing costs and credit ratings, which may be influenced by credit markets generally and the credit ratings of the Company’s competitors; unanticipated expenses, including, without limitation, litigation or legal settlement expenses; the effects of currency movements of the Canadian dollar and the Mexican peso as compared to the U.S. dollar; the effects of international trade disputes, tariffs, quotas, and other import or export restrictions on the Company’s international procurement, sales and operations; future impairments of the Company’s goodwill and intangible assets; the Company’s ability to protect information systems against, or effectively respond to, a cybersecurity incident, other disruption or data leak; the Company’s ability to successfully implement the Company’s sustainability initiatives and achieve the Company’s sustainability goals, and changes to environmental laws and regulations; and other factors that affect the food industry generally, including: recalls if products become adulterated or misbranded, liability if product consumption causes injury, ingredient disclosure and labeling laws and regulations and the possibility that consumers could lose confidence in the safety and quality of certain food products; competitors’ pricing practices and promotional spending levels; fluctuations in the level of the Company’s customers’ inventories and credit and other business risks related to the Company’s customers operating in a challenging economic and competitive environment; and the risks associated with third-party suppliers and co-packers, including the risk that any failure by one or more of the Company’s third-party suppliers or co-packers to comply with food safety or other laws and regulations may disrupt the Company’s supply of raw materials or certain finished goods products or injure the Company’s reputation. 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 most recent Annual Report on Form 10-K and in its subsequent reports on Forms 10-Q and 8-K. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. 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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240625024631/en/

Investor Relations:

ICR, Inc.

Dara Dierks

866.211.8151

Media Relations:

ICR, Inc.

Matt Lindberg

203.682.8214

Source: B&G Foods, Inc.

FAQ

What are the details of B&G Foods' new offering of senior secured notes?

B&G Foods is offering an additional $100.0 million of 8.000% senior secured notes due 2028, guaranteed by certain domestic subsidiaries and secured by most of the company's properties.

How will B&G Foods use the proceeds from the new senior secured notes offering?

The proceeds will be used to repay part of B&G Foods' revolving credit loans under its senior secured credit agreement and to cover related fees and expenses.

What are the conditions for the new senior secured notes offering by B&G Foods?

The offering is subject to market and other conditions, and there is no guarantee that it will be completed as described.

What is the interest rate on B&G Foods' new senior secured notes?

The new senior secured notes will have an interest rate of 8.000%.

What is the maturity date for B&G Foods' new senior secured notes?

The new senior secured notes are due in 2028.

Who can invest in B&G Foods' new senior secured notes offering?

The notes will be offered to qualified institutional buyers under Rule 144A and to certain non-U.S. persons under Regulation S.