Reckitt Subsidiary Launches Tender Offer for $500M in Senior Notes

The offer, which covers the entirety of the $500 million principal amount, requires participating holders to consent to proposed amendments to the indenture governing the notes. If adopted, these changes would remove most restrictive covenants and specific events of default, effectively severing Reckitt’s financial guarantee obligations. The company stated that the tender offer is not contingent upon a minimum participation threshold, though the amendments will only become operative upon the acceptance of at least a majority of the outstanding notes.

Holders choosing to participate must tender their notes and deliver consents simultaneously; the two actions are inseparable under the terms of the solicitation. The expiration for the offer is set for 5:00 p.m. New York City time on August 13, 2026. Compensation for the notes will be determined based on a fixed spread of 30 basis points over the yield of the 5.000% U.S. Treasury security due May 15, 2046. While Reckitt and its subsidiary aim to finalize these changes, notes that remain untendered will continue to exist under the amended indenture, albeit without the protections of the original restrictive covenants or the parent company’s guarantee.