Beauty Industry, Mergers and Acquisitions

Coty Announces Early Results of Cash Tender Offer for a Portion of Senior Secured Notes

The tender offer increased to $300 million, is fully subscribed, and is due in 2026.

November 21, 2024

Assistant Editor

Coty announced the early results of its tender offer to purchase for cash up to $300,000,000 aggregate principal amount (reflecting a $50,000,000 increase from the previously announced cap of $250,000,000) of its outstanding 5.000% Senior Secured Notes due 2026 (the Notes).

This offer to purchase is referred to herein as the “Tender Offer.” The Tender Offer is being made under the terms and conditions outlined in the Offer to Purchase, dated November 6, 2024. The company refers investors to the Offer to Purchase for the complete terms and conditions of the Tender Offer.

D.F. King & Co. is acting as the tender and information agent for the Tender Offer. The complete terms and conditions of the Tender Offer are set forth in the Offer to Purchase. MUFG Securities Americas Inc. is serving as Dealer Manager in connection with the Tender Offer.

As of 5:00 p.m., New York City time, on November 20, 2024, the aggregate principal amount of the Notes has been validly tendered and not validly withdrawn in the Tender Offer.

Withdrawal rights for the Notes expired at 5:00 p.m., New York City time, on the Early Tender Date.

The Tender Offer will continue to expire at 5:00 p.m., New York City time, on December 6, 2024, or any other date and time that Coty extends the Tender Offer unless earlier terminated.

As the aggregate principal amount of the Notes validly tendered and not validly withdrawn at or before the Early Tender Date exceeded the Notes Cap, Coty will accept for purchase the Notes on a prorated basis, and the Company will not accept for purchase any additional Notes tendered after the Early Tender Date.

Coty has chosen not to exercise its option to have an early settlement date for the Tender Offer. Payment for the Notes that were validly tendered (and not validly withdrawn) at or before the Early Tender Date and that are accepted for purchase will be made on a date following the Expiration Date, which is currently anticipated to be December 10, 2024.

All holders of Notes accepted for purchase in the Tender Offer will receive accrued and unpaid interest on such Notes from the last interest payment date for such Notes to, but not including the Final Settlement Date.

Coty intends to fund the purchase of validly tendered and accepted Notes with available cash on hand and other sources of liquidity.