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Free Writing Prospectus |
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Filed Pursuant to Rule 433 |
May 20, 2013
Pricing Term Sheet
4.625% Senior Notes due 2021
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Issuer: |
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B&G Foods, Inc. |
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Title of Securities: |
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4.625% Senior Notes due 2021 |
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Aggregate Principal Amount: |
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$700,000,000 |
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Maturity: |
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June 1, 2021 |
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Coupon: |
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4.625% |
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Price to Public: |
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100.000% |
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Yield to Maturity: |
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4.625% |
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Spread to Benchmark Treasury: |
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310 basis points |
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Benchmark Treasury: |
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UST 3.125% due May 15, 2021 |
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Interest Payment Dates: |
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June 1 and December 1, commencing December 1, 2013 |
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Record Dates: |
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May 15 and November 15 |
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Make-whole call: |
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At any time prior to June 1, 2016, at a discount rate equal to the “Treasury Rate” (as defined in the prospectus) plus 50 basis points |
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Optional Redemption: |
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On or after the following dates and at the following redemption prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, on the notes redeemed: |
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Date |
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Percentage |
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June 1, 2016 |
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103.469 |
% |
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June 1, 2017 |
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102.313 |
% |
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June 1, 2018 |
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101.156 |
% |
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June 1, 2019 |
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100.000 |
% |
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Optional Redemption with Equity Proceeds: |
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Up to 35% at 104.625% prior to June 1, 2016 | |||
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Change of Control |
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101% plus accrued and unpaid interest, if any | |||
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Trade Date: |
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May 20, 2013 | |||
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Settlement Date: |
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June 4, 2013 (T+10) | |||
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CUSIP / ISIN: |
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05508WAA3 / US05508WAA36 | |||
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Ratings:* |
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B1 (Moody’s) / B+ (S&P) | |||
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Gross Spread: |
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1.500% | |||
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Joint Bookrunning Managers: |
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Credit Suisse Securities (USA) LLC Merrill Lynch, Pierce, Fenner & Smith Deutsche Bank Securities Inc. | |||
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Co-Manager: |
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RBS Securities Inc. | |||
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Credit Suisse Securities (USA) LLC toll-free at 1-800-221-1037.
Any disclaimers or other notices that may appear below are not applicable to this communication and should be disregarded. Such disclaimers were automatically generated as a result of this communication being sent via email or another communication system.