附件99.1

B&G食品 完成5.5亿美元高级担保票据的非公开发行

新泽西州帕西帕尼,2023年9月26日-B&G食品公司(纽约证券交易所代码:BGS)今天宣布,它已经完成了之前宣布的本金总额5.5亿美元、2028年到期的8.000优先担保票据的发行,这笔交易免于根据修订后的1933年证券法进行注册。

优先担保票据由B&G Foods的某些国内子公司在优先担保的基础上提供担保 (为B&G Foods现有的优先担保信贷协议和现有的优先无担保票据提供担保)。优先担保票据以某些抵押品的优先担保权益为担保,这些抵押品通常包括B&G Foods的大部分以及担保人对任何类型财产的权利或权益,但不动产和某些无形资产除外,该抵押品还为B&G Foods现有的 a的优先担保信贷协议提供担保平价通行证基础。

B&G Foods打算将此次发行的净收益与手头现金一起用于赎回B&G Foods 2025年到期的5.25%优先票据本金总额5.554亿美元,并支付 相关费用和支出。

优先担保票据及相关担保仅提供予 依据证券法第144A条规则豁免注册的合资格机构买家,以及依据证券法S规则进行美国境外交易的若干非美国人士。高级担保票据和相关担保没有也不会根据证券法、任何州证券法或任何其他司法管辖区的证券法进行登记。因此,如果没有《证券法》和任何州或其他司法管辖区的任何适用证券法的登记要求或适用的豁免,优先担保票据和相关担保不得在美国发售或出售。

本新闻稿不构成关于2025年到期的5.25%优先票据的赎回通知,也不构成出售或邀请购买优先担保票据和相关担保的要约,也不会在任何州或司法管辖区 出售优先担保票据和相关担保, 在任何州或司法管辖区,此类要约、募集或出售在根据任何此类 州或司法管辖区的证券法注册或资格之前是非法的。

关于B&G食品公司

总部设在新泽西州帕西帕尼的B&G Foods及其子公司 在美国、加拿大和波多黎各生产、销售和分销高质量、品牌稳定的冷冻食品。 B&G Foods拥有您知道和喜爱的50多个品牌的多样化组合,包括B&G, B&M, 熊溪, 小麦奶油, Crisco, 破折号, 绿色巨人, 拉斯帕尔马斯, 勒苏尔, Mama Mary’s, Maple Grove Farms, New York Style, Ortega, Polaner, Spice Islands and Victoria, there’s a little something for everyone.

Forward-Looking Statements

Statements in this press release that are not statements of historical or current fact constitute “forward-looking statements.” The forward-looking statements contained in this press release include, without limitation, statements related to B&G Foods’ intended use of proceeds of the senior secured notes offering, including the redemption of a portion of the 5.25% senior notes due 2025. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the actual results of B&G Foods to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements labeled with the terms “believes,” “belief,” “expects,” “projects,” “intends,” “anticipates,” “assumes,” “could,” “should,” “estimates,” “potential,” “seek,” “predict,” “may,” “will” or “plans” and similar references to future periods to be uncertain and forward-looking. Factors that may affect actual results include, without limitation: the Company’s substantial leverage; the effects of rising costs for and/or decreases in supply of the Company’s commodities, ingredients, packaging, other raw materials, distribution and labor; crude oil prices and their impact on distribution, packaging and energy costs; the Company’s ability to successfully implement sales price increases and cost saving measures to offset any cost increases; intense competition, changes in consumer preferences, demand for the Company’s products and local economic and market conditions; the Company’s continued ability to promote brand equity successfully, to anticipate and respond to new consumer trends, to develop new products and markets, to broaden brand portfolios in order to compete effectively with lower priced products and in markets that are consolidating at the retail and manufacturing levels and to improve productivity; the ability of the Company and its supply chain partners to continue to operate manufacturing facilities, distribution centers and other work locations without material disruption, and to procure ingredients, packaging and other raw materials when needed despite disruptions in the supply chain or labor shortages; the impact pandemics or disease outbreaks, such as the COVID-19 pandemic, may have on the Company’s business, including among other things, the Company’s supply chain, manufacturing operations or workforce and customer and consumer demand for the Company’s products; the Company’s ability to recruit and retain senior management and a highly skilled and diverse workforce at the Company’s corporate offices, manufacturing facilities and other locations despite a very tight labor market and changing employee expectations as to fair compensation, an inclusive and diverse workplace, flexible working and other matters; the risks associated with the expansion of the Company’s business; the Company’s possible inability to identify new acquisitions or to integrate recent or future acquisitions or the Company’s failure to realize anticipated revenue enhancements, cost savings or other synergies from recent or future acquisitions; the Company’s ability to successfully complete the integration of recent or future acquisitions into the Company’s enterprise resource planning (ERP) system; tax reform and legislation, including the effects of the Infrastructure Investment and Jobs Act, U.S. Tax Cuts and Jobs Act and the U.S. CARES Act, and future tax reform or legislation; the Company’s ability to access the credit markets and the Company’s borrowing costs and credit ratings, which may be influenced by credit markets generally and the credit ratings of the Company’s competitors; unanticipated expenses, including, without limitation, litigation or legal settlement expenses; the effects of currency movements of the Canadian dollar and the Mexican peso as compared to the U.S. dollar; the effects of international trade disputes, tariffs, quotas, and other import or export restrictions on the Company’s international procurement, sales and operations; future impairments of the Company’s goodwill and intangible assets; the Company’s ability to protect information systems against, or effectively respond to, a cybersecurity incident, other disruption or data leak; the Company’s ability to successfully implement the Company’s sustainability initiatives and achieve the Company’s sustainability goals, and changes to environmental laws and regulations; and other factors that affect the food industry generally, including: recalls if products become adulterated or misbranded, liability if product consumption causes injury, ingredient disclosure and labeling laws and regulations and the possibility that consumers could lose confidence in the safety and quality of certain food products; competitors’ pricing practices and promotional spending levels; fluctuations in the level of the Company’s customers’ inventories and credit and other business risks related to the Company’s customers operating in a challenging economic and competitive environment; and the risks associated with third-party suppliers and co-packers, including the risk that any failure by one or more of the Company’s third-party suppliers or co-packers to comply with food safety or other laws and regulations may disrupt the Company’s supply of raw materials or certain finished goods products or injure the Company’s reputation. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in B&G Foods’ filings with the Securities and Exchange Commission, including under Item 1A, “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and in its subsequent reports on Forms 10-Q and 8-K. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. B&G Foods undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Contacts:

Investor Relations:
ICR, Inc.
Dara Dierks
866.211.8151
Media Relations:
ICR, Inc.
Matt Lindberg
203.682.8214