TORONTO and TAMPA, FL – Cott Corporation (“Cott”) (TSX: BCB) announced on December 29th, 2017 that (i) its wholly owned subsidiary, Cott Beverages, Inc. (“CBI”), gave notice to Wells Fargo Bank, National Association, the trustee (the “CBI Trustee”) under the Indenture (the “CBI Notes Indenture”) governing its $525,000,000 aggregate principal amount of 5.375% Senior Notes due 2022 (the “CBI Notes”) of its intent to conditionally redeem all of the outstanding CBI Notes on January 30, 2018 (the “Redemption Date”), and (ii) its wholly owned subsidiary, DS Services of America, Inc. (“DS Services”), gave notice to Wilmington Trust, National Association, the trustee (the “DSS Trustee”) and the collateral agent under the Indenture (the “DS Indenture”) governing its $250,000,000 aggregate principal amount of 10.000% Second-Priority Senior Secured Notes due 2021 (the “DSS Notes” and, together with the CBI Notes, the “Notes”) of its intent to conditionally redeem all of the outstanding DSS Notes on the Redemption Date. The notices effectively delay the previously announced redemption date of January 3, 2018 for each of the CBI Notes and the DSS Notes to January 30, 2018.
As previously announced on November 22, 2017, the redemption price of the CBI Notes, as set forth in the CBI Notes Indenture, is equal to 104.031% of the principal amount of such CBI Notes redeemed, plus accrued and unpaid interest thereon, if any, to, but excluding, the Redemption Date. The redemption price of the DSS Notes, as set forth in the DS Indenture, is equal to 105.000% of the principal amount of such DSS Notes redeemed, plus accrued and unpaid interest thereon, if any, to, but excluding, the Redemption Date.
The redemptions of the CBI Notes and the DSS Notes are each conditioned upon the closing of the previously disclosed sale (the “Sale”) of Cott’s traditional business (consisting of Cott’s North America, United Kingdom and Mexico business units (including the Canadian business) and the finished goods export business of Royal Crown International (“RCI”) but excluding RCI’s other businesses, the Columbus facility and Aimia) to Refresco Group N.V. (the “Purchaser”), pursuant to the Share Purchase Agreement, dated as of July 24, 2017 (as such agreement may be amended, supplemented or otherwise modified), among the Purchaser, Cott and certain other parties thereto.
CBI and DS Services have instructed the CBI Trustee and the DSS Trustee, respectively, to send a notice of conditional full redemption in the name of CBI and DS Services, respectively, to all currently registered holders of the CBI Notes and DSS Notes, respectively.
This press release is for informational purposes only and does not constitute an offer to purchase the Notes or any other securities.
There is no assurance as to when and if the Sale will be consummated.
