COLUMBUS, Ohio, May 4 /PRNewswire-FirstCall/ -- Limited Brands,
Inc. (NYSE: LTD) ("Limited Brands") announced today the closing of
its previously announced offering of $400
million 7% senior notes due 2020 and the early settlement of
its tender offer for any and all of its $191.5 million outstanding 6 1/8% Notes due 2012
(the "2012 Notes"). The early settlement of its 2012 Notes is
pursuant to two previously announced cash tender offers for the
purchase of any and all of Limited Brand's 2012 Notes and a portion
of its $500 million outstanding 5
1/4% Notes due 2014 (the "2014 Notes") (together, the "Tender
Offers"). The Tender Offers provide for early settlement of
all 2012 Notes that were tendered by 5:00
p.m., New York City time,
on May 3, 2010 (the "Early Tender
Date").
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)
As of the Early Tender Date, tenders had been received from
holders of $133,544,000 in aggregate
principal amount of the 2012 Notes. As the 2012 tranche was the
priority in the Tender Offers, the tendered 2012 Notes were settled
on a one-for-one basis. A total of $57,917,000 in aggregate principal amount of the
2012 Notes remains outstanding. Also, as of the Early Tender Date,
tenders had been received from holders of $416,056,000 in aggregate principal amount of the
2014 Notes. The 2014 Notes that were tendered will be prorated to
match the $400 million tender cap
(the "Tender Cap"). As of the Early Tender Date, $83,944,000 in aggregate principal amount of the
2014 Notes had not been tendered. Pursuant to their terms,
the Tender Offers will remain open until their respective tender
offer expiration dates, each May 17,
2010, at which point any newly tendered 2012 Notes will be
settled in full and the tendered 2014 Notes will be prorated before
settlement so that the company does not exceed the Tender Cap.
Limited Brands has retained Banc of America Securities LLC, as
lead book-running manager and J.P. Morgan Securities Inc. and
Citigroup Global Markets Inc. as joint book-running managers in
connection with its senior notes offering and Banc of America
Securities LLC as the dealer manager for the Tender Offers.
The terms and conditions of the Tender Offers are set forth in
the Offer to Purchase dated April 20,
2010 (the "Offer to Purchase"), and the related Letter of
Transmittal dated the same (the "Letter of Transmittal").
This press release shall not constitute an offer to purchase or
a solicitation of an offer to purchase with respect to any
securities, including the 2012 and 2014 Notes. Any offer or
solicitation with respect to the Tender Offers will be made only by
means of the Offer to Purchase dated April
20, 2010. The Tender Offers are not being made to holders of
notes in any jurisdiction in which the making or acceptance thereof
would not be in compliance with the securities, blue sky or other
laws of such jurisdiction.
A registration statement relating to the offering of the 2020
Notes has been filed with the United States Securities and Exchange
Commission and is effective. This press release shall not
constitute an offer to sell nor an offer to buy any securities and
shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. The offering of the 2020 Notes may be made only by means
of a prospectus supplement and the accompanying prospectus.
For additional information regarding the terms of the Tender
Offers, please contact the dealer manager for the Tender Offers,
Banc of America Securities LLC, Debt Advisory Services, 214 N.
Tryon Street, Charlotte, NC 28255,
(888) 292-0070 (U.S. toll free) and (980) 388-9217 (collect).
Requests for a copy of the Offer to Purchase and Letter of
Transmittal can also be obtained from the information agent,
D.F. King & Co., Inc. at (800)
848-3416 (U.S. toll-free) and (212) 269-5550 (collect).
For additional information regarding the terms of the offering
of the 2020 Notes, please contact Banc of America Securities LLC,
Prospectus Department, 100 West 33rd Street, 3rd Floor,
New York, NY 10001, toll-free at
1-800-294-1322, or from J.P. Morgan Securities Inc., 270 Park
Avenue, New York 10017, collect at
1-212-834-4533, or from Citigroup Global Markets Inc., 390
Greenwich Street, New York, NY
10013, (212) 723-6020 (collect).
ABOUT LIMITED BRANDS:
Limited Brands, through Victoria's Secret, Pink, Bath & Body
Works, C.O. Bigelow, La Senza, White
Barn Candle Co. and Henri Bendel,
presently operates 2,967 specialty stores. The company's
products are also available online at www.VictoriasSecret.com,
www.BathandBodyWorks.com, www.HenriBendel.com and
www.LaSenza.com.
Safe Harbor Statement Under the Private Securities Litigation
Reform Act of 1995:
We caution that any forward-looking statements (as such term is
defined in the Private Securities Litigation Reform Act of 1995)
contained in this press release or made by our company or our
management involve risks and uncertainties and are subject to
change based on various important factors, many of which are beyond
our control. Accordingly, our future performance and financial
results may differ materially from those expressed or implied in
any such forward-looking statements. Words such as "estimate,"
"project," "plan," "believe," "expect," "anticipate," "intend,"
"planned," "potential" and similar expressions may identify
forward-looking statements. Risks associated with the following
factors, among others, in some cases have affected and in the
future could affect our financial performance and actual results
and could cause actual results to differ materially from those
expressed or implied in any forward-looking statements included in
this press release or otherwise made by our company or our
management:
- general economic conditions, consumer confidence and consumer
spending patterns;
- the global economic crisis and its impact on our suppliers,
customers and other counterparties;
- the impact of the global economic crisis on our liquidity and
capital resources;
- the dependence on a high volume of mall traffic and the
possible lack of availability of suitable store locations on
appropriate terms;
- the seasonality of our business;
- our ability to grow through new store openings and existing
store remodels and expansions;
- our ability to expand into international markets;
- independent licensees;
- our direct channel business;
- our failure to protect our reputation and our brand
images;
- our failure to protect our trade names, trademarks and
patents;
- market disruptions including severe weather conditions, natural
disasters, health hazards, terrorist activities, financial crises,
political crises or other major events, or the prospect of these
events;
- stock price volatility;
- our failure to maintain our credit rating;
- our ability to service our debt;
- the highly competitive nature of the retail industry generally
and the segments in which we operate particularly;
- consumer acceptance of our products and our ability to keep up
with fashion trends, develop new merchandise, launch new product
lines successfully, offer products at the appropriate price points
and enhance our brand image;
- our ability to retain key personnel;
- our ability to attract, develop and retain qualified employees
and manage labor costs;
- our reliance on foreign sources of production, including risks
related to:
- political instability;
- duties, taxes, and other charges on imports;
- legal and regulatory matters;
- volatility in currency and exchange rates;
- local business practices and political issues;
- potential delays or disruptions in shipping and related pricing
impacts;
- the disruption of imports by labor disputes; and
- changing expectations regarding product safety due to new
legislation
- the possible inability of our manufacturers to deliver products
in a timely manner or meet quality standards;
- fluctuations in energy costs;
- increases in the costs of mailing, paper and printing;
- self-insured risks;
- our ability to implement and sustain information technology
systems;
- our failure to comply with regulatory requirements;
- tax matters; and
- legal and compliance matters.
We are not under any obligation and do not intend to make
publicly available any update or other revisions to any of the
forward-looking statements contained in this press release to
reflect circumstances existing after the date of this press release
or to reflect the occurrence of future events even if experience or
future events make it clear that any expected results expressed or
implied by those forward-looking statements will not be realized.
Additional information regarding these and other factors can be
found in "Item 1A. Risk Factors" in our 2009 Annual Report on Form
10-K.
SOURCE Limited Brands, Inc.