Bloomin’ Brands Announces Pricing of $300 Million of Senior Notes Due 2029
Bloomin’ Brands, Inc. (Nasdaq: BLMN) today announced the pricing on April 6, 2021 of its offering of $300.0 million aggregate principal amount of 5.125% senior unsecured notes due 2029 (the “notes”) in a private offering only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A and to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act of 1933, as amended (the “Securities Act”).
The notes will be issued jointly and severally by Bloomin’ Brands and its wholly-owned subsidiary OSI Restaurant Partners, LLC. The notes will be guaranteed by each of Bloomin’ Brands’ existing and future domestic restricted subsidiaries (other than OSI Restaurant Partners, LLC) that are guarantors or borrowers under its senior secured credit facilities or certain other indebtedness. The notes will accrue interest at a rate of 5.125% per annum, payable semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2021. The notes will mature on April 15, 2029, unless earlier repurchased or redeemed. The issuance and sale of the notes is scheduled to settle on or about April 16, 2021, subject to customary closing conditions.
Bloomin’ Brands intends to use the proceeds from the notes offering to repay a portion of its outstanding borrowings under its existing senior secured credit facilities, and to pay fees and expenses related to the offering. Concurrent with the offering, Bloomin’ Brands intends to refinance its existing senior secured credit facilities by entering into new senior secured credit facilities. At the time of this release, the size, tenor, terms and pricing of the proposed new senior secured credit facilities are not final. The consummation of the notes offering is conditioned upon the closing of the new senior secured credit facilities and the consummation of the new senior secured credit facilities is conditioned upon the consummation of the sale of the notes.
The offer and sale of the notes have not been, and will not be, registered under the Securities Act or any other applicable securities laws, and thus, the notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
This press release does not and will not constitute an offer to sell, or the solicitation of an offer to buy, the notes or any other securities, nor will there be any sale of the notes or any other securities, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful.