L Brands Announces Upsize of Previously Announced Tender Offers for 5.625% Senior Notes due 2022, 5.625% Senior Notes due 2023, 7.60% Notes due 2037 and 6.95% Exchange Debentures due 2033

COLUMBUS, Ohio, Sept. 16, 2020 (GLOBE NEWSWIRE) — L Brands, Inc. (NYSE: LB) announced today that, in connection with its offers (the “Tender Offers”) to purchase for cash its outstanding (i) 5.625% Senior Notes due 2022 (the “2022 Notes”), (ii) 5.625% Senior Notes due 2023 (the “2023 Notes”), (iii) 7.60% Notes due 2037 (the “2037 Notes”) and (iv) 6.95% Exchange Debentures due 2033 (the “2033 Notes” and, together with the 2022 Notes, the 2023 Notes and the 2037 Notes, the “Notes”), it is increasing the maximum aggregate purchase price (excluding accrued and unpaid interest) of the Notes that it will accept for purchase from the previously announced amount of $750 million to $1 billion (as amended herein, the “Maximum Aggregate Purchase Price”). Additionally, the company announced that it is conditioning its obligation to accept for purchase and to pay for any of the Notes in the Tender Offers on the receipt of the proceeds from an issuance of senior unsecured debt securities in an aggregate principal amount of at least $1 billion, on terms and subject to conditions reasonably satisfactory to the company, an increase from the previously announced condition that required such receipt of proceeds to result from an issuance of senior unsecured debt securities in an aggregate principal amount of at least $750 million (as amended herein, the “Financing Condition”). The other terms and conditions of the Tender Offers remain unchanged.
Except as provided above, the complete terms and conditions of the Tender Offers and Consent Solicitations (as defined below) are set forth in the Offer to Purchase and Consent Solicitation Statement dated September 16, 2020 (as amended by this press release, the “Offer to Purchase”) that is being sent to holders of the Notes. Capitalized terms used in this press release and not defined herein have the meanings given to them in the Offer to Purchase.The maximum aggregate purchase price to be paid by the company for the 2037 Notes and 2033 Notes, excluding accrued but unpaid interest, is limited to $50 million (the “Sub-Cap”). Subject to the Maximum Aggregate Purchase Price and/or the Sub-Cap, the amount of a series of Notes that is purchased in the Tender Offers will be based on the order of priority (the “Acceptance Priority Level”) for such series of Notes set forth in the table below, with 1 being the highest Acceptance Priority Level and 4 being the lowest Acceptance Priority Level, as further described in the Offer to Purchase. It is possible that the company may not accept all Notes tendered under the Tender Offers. If the acceptance of all tenders in the Tender Offers would result in a maximum aggregate purchase price (excluding accrued and unpaid interest) that exceeds the Maximum Aggregate Purchase Price, tenders will be subject to proration arrangements as described in the Offer to Purchase.Certain key terms of the Tender Offers are summarized in the table below:
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