TSL Express Daily News

WW International, Inc. (NASDAQ: WW) (the “Company”) announced today that it has completed the pricing and allocation of the previously announced $1.5 billion refinancing of its existing credit facilities and senior notes. The refinancing is expected to close on April 13, 2021, subject to customary closing conditions.

Amy O’Keefe, the Company's CFO, commented, “We are pleased with this strong demonstration of support from the finance community, which recognizes the strength of WW’s business model and financial performance. This refinancing further strengthens our balance sheet and enhances our ability to drive tech-enabled innovation and Digital subscriber growth, fueling value creation for lenders and shareholders.”

The leverage neutral refinancing will include the following:

• the new term loan facility due 2028 in an aggregate principal amount of $1,000 million (issued at 99.5% of par) with an interest rate of LIBOR + 3.50%, with a LIBOR floor of 0.5%, which will replace the Company’s existing term loan facility due in 2024;
• the new $175 million revolving credit facility expiring in 2026, which will replace the Company’s existing $175 million revolving credit facility expiring in 2022;
• the new 4.500% senior secured notes due 2029 in aggregate principal amount of $500 million; and
• the redemption of all of the Company’s $300 million aggregate principal amount of its outstanding 8.625% senior notes due 2025.

The Company intends to use the net proceeds of the offering of the new senior secured notes, together with $1,000 million of expected new term loan facility borrowings from the new $1,175 million senior secured credit facilities and cash on hand, to repay all amounts outstanding under its existing credit facilities and terminate such facilities, to redeem all of the $300 million aggregate principal amount of its outstanding 8.625% senior notes due 2025, to pay related fees and expenses, and for general corporate purposes.

Under the new term loan facility and new senior secured notes, the Company anticipates a reduction of approximately $20 million to its total interest expense expectation of $111 million in fiscal 2021. On an annualized basis, the refinancing is estimated to reduce the Company’s interest expense by approximately $29 million based on current debt levels.

In the second quarter of fiscal 2021, the Company will record a one-time charge associated with the partial write-off of refinancing fees.

The new senior secured notes and related guarantees are being offered in a private placement, solely to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. The new senior secured notes and related guarantees have not been, and will not be, registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities or blue sky laws and foreign security laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any new senior secured notes, nor shall there be any offer, solicitation or sales of the new senior secured notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

About WW International, Inc.

WW (formerly Weight Watchers) is a human-centric technology company powered by the world’s leading commercial weight management program. As a global wellness company, we inspire millions of people to adopt healthy habits for real life. Through our comprehensive digital app, expert Coaches and engaging experiences, members follow our proven, sustainable, science-based program focused on food, activity, mindset and sleep. Leveraging nearly six decades of expertise in nutritional and behavioral change science, providing real human connection and building inspired communities, our purpose is to democratize and deliver holistic wellness for all.

This press release includes “forward-looking statements,” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, including, in particular, statements about the Company’s plans, strategies, objectives and prospects. The Company generally uses the words “may,” “will,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend,” “aim” and similar expressions in this press release to identify forward-looking statements. The Company bases these forward-looking statements on its current views with respect to future events and financial performance. Actual results could differ materially from those projected in the forward-looking statements. These forward-looking statements are subject to risks, uncertainties and assumptions, including, among other things: the Company’s ability to consummate the Refinancing, changes in general economic and market conditions and other risks and uncertainties, including those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission. You should not put undue reliance on any forward-looking statements. You should understand that many important factors, including those discussed herein, could cause the Company’s results to differ materially from those expressed or suggested in any forward-looking statement. Except as required by law, the Company does not undertake any obligation to update or revise these forward-looking statements to reflect new information or events or circumstances that occur after the date of this press release or to reflect the occurrence of unanticipated events or otherwise.

For more information, contact:

Investors:

Corey Kinger
VP Investor Relations
corey.kinger@ww.com

Media:

Nicole Penn
VP Corporate Communications
nicole.penn@ww.com