Jarden Corporation Announces Closing of $265.2 Million Private Offering of
Senior Subordinated Convertible Notes
RYE, N.Y., June 12, 2013
RYE, N.Y., June 12, 2013 /PRNewswire/ --Jarden Corporation (NYSE: JAH) (the
"Company") today announced the closing of its previously announced offering of
$250 million in aggregate principal amount of Senior Subordinated Convertible
Notes due 2019 (the "Convertible Notes") in a private offering to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of 1933,
as amended. In addition, the Company announced that the initial purchasers
exercised their option to purchase an additional $15.2 million in aggregate
principal amount of the Convertible Notes.
The Convertible Notes will pay interest semiannually at a rate of 1.50% per
annum. Upon conversion, holders will receive, at the Company's discretion,
cash, shares of the Company's common stock or a combination thereof. The
conversion rate will be 17.1054 shares of the Company's common stock (subject
to customary adjustments) per $1,000 principal amount of the Convertible
Notes, which is equivalent to a conversion price of approximately $58.46 per
share, which represents a conversion premium of approximately 30% to the
closing sale price of $44.97 per share of the Company's common stock on June
The net proceeds from the sale of the Convertible Notes, including proceeds
resulting from the exercise of the initial purchasers' option to purchase an
additional $15.2 million in principal amount of the Convertible Notes, are
approximately $258 million, after deducting estimated fees and expenses.
The Company intends to use the net proceeds for general corporate purposes.
This press release is neither an offer to sell nor a solicitation of an offer
to buy the Convertible Notes or the shares of common stock issuable upon
conversion of the Convertible Notes, nor shall there be any sale of these
securities in any state or jurisdiction in which such an offer, solicitation
or sale would be unlawful prior to the registration or qualification under the
securities laws of any such state or jurisdiction.
The Convertible Notes and the common stock issuable upon conversion of the
Convertible Notes have not been registered under the Securities Act, or the
securities laws of any other jurisdiction, and may not be offered or sold in
the United States absent registration or an applicable exemption from
registration requirements. The offering is being made to qualified
institutional buyers pursuant to Rule 144A under the Securities Act.
Note: This news release contains "forward-looking statements" within the
meaning of the federal securities laws and is intended to qualify for the safe
harbor from liability established by the Private Securities Litigation Reform
Act of 1995, including statements regarding the intended use of proceeds from
the Company's senior subordinated convertible notes offering. These statements
are based on management's estimates and assumptions with respect to future
events and financial performance and are believed to be reasonable, though are
inherently uncertain and difficult to predict. Actual results could differ
materially from those projected as a result of certain factors. A discussion
of factors that could cause results to vary is included in the Company's
periodic and other reports filed with the Securities and Exchange Commission.
SOURCE Jarden Corporation
Contact: Rachel Wilson, 914-967-9400; or Investor Relations: Allison Malkin,
or Press: Alecia Pulman, ICR, Inc., 203-682-8200
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