B&G Foods, Inc. Closes $550.0 Million Private Offering of Senior Secured Notes
September 26, 2023 at 04:05 pm EDT
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B&G Foods, Inc. announced that it has completed its previously announced offering of $550.0 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 senior secured notes are guaranteed on a senior secured basis by certain domestic subsidiaries of B&G Foods (that guarantee B&G Foods? existing senior secured credit agreement and existing senior unsecured notes).
The senior secured notes are 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 on a pari passu basis. B&G Foods intends to use the net proceeds of the offering, together with cash on hand, to redeem $555.4 million aggregate principal amount of B&G Foods? 5.25% senior notes due 2025 and pay related fees and expenses.
The senior secured notes and related guarantees were 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 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 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.
B&G Foods, Inc. manufactures, sells and distributes branded shelf-stable and frozen foods across the United States, Canada and Puerto Rico. The Company complements its branded product retail sales with institutional and foodservice sales and private label sales. Its products include frozen and canned vegetables, crackers, canola and other cooking oils, vegetable shortening, cooking sprays, oatmeal and other hot cereals, fruit spreads, bagel chips, spices, hot sauces, baking soda, corn starch, nut clusters and other specialty products. The Company has more than 50 brands, including B&G, B&M, Bear Creek, Cream of Wheat, Crisco, Dash, Green Giant, Las Palmas, Le Sueur, Mama Maryâs, Maple Grove Farms, New York Style, Ortega, Polaner, Spice Islands and Victoria. The Company sells, markets and distributes its products through a multiple-channel sales, marketing and distribution system to various United States food channels, including sales and shipments to supermarkets and mass merchants.
B&G FOODS, INC. 
