News Column

BIG HEART PET BRANDS FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Financial Statements and Exhibits

February 27, 2014



Item 1.01 Entry into a Material Definitive Agreement.

On February 24, 2014, Big Heart Pet Brands (formerly known as Del Monte Corporation and as referred to herein, the "Company") entered into an amendment (the "Amendment") to its Credit Agreement, dated as of March 8, 2011 (the "Credit Agreement"), among Blue Acquisition Group, Inc., the Company, the lending institutions from time to time parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent.

The Amendment, among other things, (1) lowers the LIBOR rate floor on term loans under the Credit Agreement from 1.00% to 0.75% and the base rate floor from 2.00% to 1.75%; (2) establishes the applicable interest margin at 2.75% on LIBOR rate loans and at 1.75% on base rate loans; and (3) extends the maturity date of the initial term loans to March 8, 2020 from March 8, 2018.

Except as modified by the Amendment, the terms, conditions, obligations, covenants and agreements contained in the Credit Agreement remain in full force and effect. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the full text of the Amendment, which is filed hereto as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an

Off-Balance Sheet Arrangement of a Registrant.

The information set forth above under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.

Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial

Obligation or an Obligation Under an Off-Balance Sheet Arrangement.

On February 11, 2014, the Company issued a notice pursuant to the Indenture governing its $1,300.0 million currently outstanding 7.625% Senior Notes due 2019 (the "Notes") that it intended to redeem an aggregate principal amount of $400.0 million of the Notes (the "Redeemed Notes") on March 13, 2014 (the "Redemption Date"). The Company's obligation to pay the redemption price on the Redemption Date was conditioned upon the completion, prior to the Redemption Date, of the sale of the Company's consumer products business and a related amendment of the Company's credit facilities, pursuant to which the Company intended to repay approximately $881.0 million of the $2,607.4 million Term Loan B then outstanding. These conditions have now been satisfied and the Company's obligation to redeem the Redeemed Notes is now unconditional. On the Redemption Date, the Redeemed Notes will be redeemed at a redemption price equal to 103.813% of their aggregate principal amount plus accrued and unpaid interest to the Redemption Date.

--------------------------------------------------------------------------------

Item 9.01 Financial Statements and Exhibits

(d) Exhibits Exhibit No. Description 10.1 Amendment No. 2, dated as of February 24, 2014, to the Credit Agreement, dated as of March 8, 2011, among Blue Acquisition Group, Inc., the Company, the lending institutions from time to time parties thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent.



--------------------------------------------------------------------------------


For more stories on investments and markets, please see HispanicBusiness' Finance Channel



Source: Edgar Glimpses


Story Tools