Post Holdings , Inc. (NYSE:) (the "Company" or "Post") today announced the pricing of its previously announced senior notes offering. The Company priced $1,200.0 million in aggregate principal amount of 6.375% senior notes due 2033 at par (the "Notes"). The Notes offering is expected to close on August 22, 2024, subject to customary closing conditions. The Notes will be unsecured, senior obligations of the Company and will be guaranteed by the Company's existing and subsequently acquired or organized domestic subsidiaries (other than immaterial subsidiaries, certain excluded subsidiaries and subsidiaries designated as unrestricted subsidiaries).
The Company intends to use the net proceeds from the Notes offering for purposes of financing its cash tender offer (the "Tender Offer") for up to $475.0 million (subject to increase or decrease) in aggregate principal amount of its existing 5.625% senior notes due 2028 that are validly tendered and accepted for purchase in the Tender Offer and repayment in full of its borrowings under its revolving credit facility (together, the "other financing transactions") and to pay the costs, fees and expenses associated with the Notes offering and the other financing transactions. To the extent there are any remaining net proceeds, the Company intends to use such proceeds for general corporate purposes, which could include, among other things, acquisitions, share repurchases, retirement or repayment of existing debt, capital expenditures and working capital. The final terms and amounts of the Notes are subject to market and other conditions and may be materially different than expectations. The offering is not conditioned upon the consummation of the Tender Offer.
The Notes and the related subsidiary guarantees are being offered to persons reasonably believed to be qualified institutional buyers in an offering exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons outside of the United States in compliance with Regulation S under the Securities Act. The Notes and the related subsidiary guarantees have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
