J. M. Smucker(SJM) Prnewswire·2024-12-17 20:48Core Viewpoint - The J. M. Smucker Company has announced cash tender offers to purchase up to $300 million of its validly tendered notes, utilizing a "waterfall" methodology for acceptance priority [1][2]. Group 1: Offer Details - The company expects to accept the full amount of the 2.750% Senior Notes due 2041 and 3.550% Senior Notes due 2050, along with a prorated portion of the 2.125% Senior Notes due 2032, using a proration factor of approximately 69.9% [2][3]. - The total consideration for the notes includes an early tender premium of $30 per $1,000 principal amount, along with any applicable accrued and unpaid interest up to December 19, 2024 [3][5]. - The offers are set to expire on January 2, 2025, but due to the aggregate purchase price exceeding the offer cap, no notes tendered after the early tender time will be accepted [7]. Group 2: Acceptance Priority Levels - The acceptance priority levels for the notes are as follows: - Level 1: 2.750% Senior Notes due 2041 with a total consideration of $700.18 per $1,000 principal amount [4]. - Level 2: 3.550% Senior Notes due 2050 with a total consideration of $730.52 per $1,000 principal amount [4]. - Level 3: 2.125% Senior Notes due 2032 with a total consideration of $833.04 per $1,000 principal amount [4]. Group 3: Financial Management - Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are serving as Dealer Managers for the offers, indicating a structured approach to managing the tender process [9].