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Bestfoods (BFO)

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Tuesday 29 February, 2000


Tender Offer for Arisco Notes

28 February 2000

Contact:  Gale L Griffin (201) 894-2407
          Vice President, Corporate Communications


ENGLEWOOD CLIFFS, NJ, February 28, 2000 - Bestfoods today announced that it is
commencing a cash tender offer for the outstanding $150,000,000 aggregate
principal amount of the 10.75% Notes due 2005 (the 'Notes') of Arisco Produtos
Alimenticios S.A. ('Arisco'), a wholly owned indirect subsidiary of Bestfoods.
The purchase price for each $1,000 principal amount of Notes validly tendered
and accepted for purchase will be an amount based on a 50 basis point spread
over the yield of the 7.500% U.S. Treasury Note due May 15, 2002 as of 2:00
p.m., New York City time, on the second business day immediately preceding the
expiration date of the tender offer, plus accrued and unpaid interest to but not
including the date of payment, less a consent payment of $30.00. The tender
offer is scheduled to expire at 11:59 p.m., New York City time, on March 24,
2000, unless extended.

In conjunction with its tender offer, Bestfoods is also soliciting consents from
the registered holders of the Notes to effect certain amendments to the
indenture under which the Notes were issued. Holders who provide consents to the
proposed amendments would receive a consent payment of $30.00 per $1,000
principal amount of Notes tendered and accepted for purchase pursuant to the
tender offer. To receive a consent payment, holders must provide their consents
to the proposed amendments by the Consent Payment Deadline, which is 11:59 p,m.,
New York City time, on March 10, 2000, unless extended.

Salomon Smith Barney is the dealer manager and solicitation agent and
D.F. King & Co., Inc. is the information agent for the tender offer and
the solicitation. Requests for documentation should be directed to D.F.
King & Co., Inc. at 800-269-6427. Questions regarding the transaction
should be directed to Salomon Smith Barney at 800-558-3745.

This announcement is not an offer to purchase, a solicitation of an offer
to purchase or a solicitation of consent with respect to any Notes. The
tender offer and consent solicitation are being made solely by the Offer
to Purchase and Consent Solicitation Statement.

ABOUT BESTFOODS: Bestfoods, formerly CPC International Inc., is among the
largest U.S. food companies, with sales of $8.6 billion in 1999. Best
known among Bestfoods' U.S. products are: Hellmann's and Best Foods
mayonnaise and dressings; Mazola corn oil and margarine; Skippy peanut
butter; Knorr soups, sauces, and bouillons; Entenmann's sweet baked
products; Thomas' English muffins; Arnold, Brownberry, Freihofer's, and
Oroweat breads; Boboli pizza crusts. Mueller's pasta; and Karo syrup.
Bestfoods' global Knorr brand comprises one of the world's most extensive
lines of products. Bestfoods is one of the nation's most international
food companies, with operations in more than 60 countries and products
marketed in 110 countries. For more information about Bestfoods, visit
the company's website on the Internet at:


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