Sysco Corporation Announces Pricing of Its Pending Cash Tender Offer to Purchase up to $230,538,000 Combined Aggregate Principal Amount of Certain Outstanding Senior Notes and Debentures

HOUSTON, March 22, 2018 (GLOBE NEWSWIRE) — Sysco Corporation (NYSE:SYY) (“Sysco” or the “Company”) today announced the pricing terms, as shown in the table below, for Sysco’s previously announced cash tender offer to purchase up to $230,538,000 (subject to further increase, in its sole discretion, the “Tender Cap”) combined aggregate principal amount (the “Offer”) of Sysco’s outstanding 6.625% Senior Notes due 2039 (the “6.625% Senior Notes”), 7.160% Debentures due 2027 (the “7.160% Debentures”), 6.500% Debentures due 2028 (the “6.500% Debentures”) and 5.375% Senior Notes due 2035 (together with the 6.625% Senior Notes, the 7.160% Debentures and the 6.500% Debentures, the “Securities,” and each, a “series” of Securities).

On March 8, 2018, Sysco commenced the Offer in accordance with the terms and conditions set forth in the offer to purchase, dated March 8, 2018 (the “Offer to Purchase”), and the related letter of transmittal (together with the Offer to Purchase, the “Offer Documents”), sent to holders of the Securities. The following table sets forth pricing information for the Offer:

Title of Security CUSIP
Numbers
Principal
Amount
Outstanding
Prior to the
Tender Offer
Principal
Amount
Tendered (1)
UST
Reference
Security
Reference
Yield to
Maturity
Fixed
Spread
(basis points)
Tender
Offer
Yield
Full Tender
Offer
Consideration
(2)(3)(4)(5)
6.625% Senior Notes due 2039 871829 AN7 $250,000,000         $46,993,000         November 15, 2047 3.047% +105 bps 4.097% $1,353.56      
7.160% Debentures due 2027 871829 AD9 $50,000,000   $5,724,000   February 15, 2028 2.813% +88 bps 3.693% $1,264.90  
6.500% Debentures due 2028 871829 AF4 $225,000,000   $61,946,000   February 15, 2028 2.813% +90 bps 3.713% $1,237.74  
5.375% Senior Notes due 2035 871829 AJ6 $500,000,000   $115,875,000   November 15, 2047 3.047% +105 bps 4.097% $1,158.50  

(1)  As of 5:00 p.m., New York City time, on March 21, 2018 (the “Early Tender Time”).
(2)  Per $1,000 principal amount of Securities accepted for purchase.
(3)  Includes the early tender payment of $50 per $1,000 principal amount of Securities (the “Early Tender Payment”).
(4)  Based on an Early Settlement Date (as defined below) of March 23, 2018.
(5)  Excludes accrued interest, which will also be paid to but excluding the Early Settlement Date.

As set forth in the Offer to Purchase, holders who validly tendered and did not validly withdraw their Securities at or prior to the Early Tender Time and whose Securities are accepted for purchase will receive the Full Tender Offer Consideration, which includes the Early Tender Payment. Holders of such Securities accepted for purchase will receive accrued and unpaid interest from, and including, the last interest payment date for their tendered Securities to, but not including, the early settlement date, which is expected to be March 23, 2018 (the “Early Settlement Date”), rounded to the nearest cent.

In accordance with the terms of the Offer, the withdrawal deadline for the Offer was 5:00 p.m., New York City time, on March 21, 2018, and has not been extended for any series of Securities. Securities tendered may no longer be withdrawn unless otherwise required by law. The Offer will expire at 11:59 p.m., New York City time, on April 4, 2018, unless extended or earlier terminated by Sysco, with respect to any or all series of Securities. Although the Offer is scheduled to expire at 11:59 p.m., New York City time, on April 4, 2018, because holders of Securities subject to the Offer validly tendered and did not validly withdraw Securities at or prior to the Early Tender Time in an amount equal to the Tender Cap, Sysco does not expect to accept for purchase any tenders of Securities after the Early Tender Time.

The Offer is subject to the satisfaction or waiver of certain conditions, as specified in the Offer to Purchase.

Capitalized terms used in this press release and not defined herein have the meanings given to them in the Offer to Purchase.

Goldman Sachs & Co. LLC is acting as dealer manager for the Offer. For additional information regarding the terms of the Offer, please contact: Goldman Sachs & Co. LLC toll-free at (800) 828-3182 or collect at (212) 357-0215. Requests for the Offer Documents may be directed to D. F. King & Co., Inc., which is acting as the Depositary and Information Agent for the Offer, at (866) 796-3419 (toll-free), or by email at syy@dfking.com.

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER OR SOLICITATION TO PURCHASE SECURITIES. THE OFFER IS BEING MADE SOLELY PURSUANT TO THE OFFER DOCUMENTS, WHICH SET FORTH THE COMPLETE TERMS OF THE OFFER AND SHOULD BE READ CAREFULLY PRIOR TO MAKING ANY DECISION WITH RESPECT TO THE OFFER.

NONE OF SYSCO, THE DEALER MANAGER, THE DEPOSITARY, THE INFORMATION AGENT, THE APPLICABLE TRUSTEE UNDER THE INDENTURE GOVERNING THE SECURITIES OR ANY OF THEIR RESPECTIVE AFFILIATES MAKES ANY RECOMMENDATION AS TO WHETHER HOLDERS SHOULD TENDER SECURITIES PURSUANT TO THE OFFER.

THE OFFER DOCUMENTS DO NOT CONSTITUTE AN OFFER OR SOLICITATION TO PURCHASE SECURITIES IN ANY JURISDICTION IN WHICH, OR TO OR FROM ANY PERSON TO OR FROM WHOM, IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION UNDER APPLICABLE SECURITIES OR BLUE SKY LAWS. IN ANY JURISDICTION IN WHICH THE SECURITIES, BLUE SKY OR OTHER LAWS REQUIRE THE OFFER TO BE MADE BY A LICENSED BROKER OR DEALER, THE OFFER WILL BE DEEMED TO BE MADE ON BEHALF OF SYSCO BY THE DEALER MANAGER, IF THE DEALER MANAGER IS A LICENSED BROKER OR DEALER UNDER THE LAWS OF SUCH JURISDICTION, OR BY ONE OR MORE REGISTERED BROKERS OR DEALERS THAT ARE LICENSED UNDER THE LAWS OF SUCH JURISDICTION.

About Sysco

Sysco is the global leader in selling, marketing and distributing food products to restaurants, healthcare and educational facilities, lodging establishments and other customers who prepare meals away from home. Its family of products also includes equipment and supplies for the foodservice and hospitality industries. With over 65,000 associates, the Company operates approximately 300 distribution facilities worldwide and serves more than 500,000 customer locations. For fiscal 2017 that ended July 1, 2017, the Company generated sales of more than $55 billion.

Forward-Looking Statements

Statements made in this news release that look forward in time or that express management’s beliefs, expectations or hopes are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements reflect the views of management at the time such statements are made and are subject to a number of risks, uncertainties, estimates, and assumptions that may cause actual results to differ materially from current expectations. These statements include expectations regarding the completion and timing of the Offer.  For a discussion of additional factors impacting Sysco’s business, see the Company’s Annual Report on Form 10-K for the year ended July 1, 2017, as filed with the Securities and Exchange Commission (the “SEC”), and the Company’s subsequent filings with the SEC. Sysco does not undertake to update its forward-looking statements, except as required by applicable law.

Media contact: 

Camilla Zuckero
Director, External Communications         
zuckero.camilla@corp.sysco.com                                             
T 281-899-1839 

 

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