These new notes have been registered under the Securities Act of 1933, as amended (the “Act”), for an equal aggregate principal amount of its outstanding 8.375% Senior Notes due 2020 (old notes), which were not registered under the Act.
The Exchange Offer expired at 5 p.m., New York City time, on May 23, 2013.
U.S. Bank National Association, acting as exchange agent for the exchange offer, advised The Pantry that all of the $250,000,000 aggregate principal amount of the old notes have been validly tendered for exchange. The Pantry accepted all of the old notes tendered for exchange.
The terms of the new notes are substantially identical to the terms of the old notes issued in August 2012, except that the new notes have been registered under the Act and are not subject to the restrictions on transfer or provisions relating to additional interest applicable to the old notes.
The new notes evidence the same debt as the old notes they replace and are issued under and entitled to the benefits of the indenture that governs the old notes.
Headquartered in Cary, N.C., The Pantry operates 1,567 stores in 13 states under select banners, including Kangaroo Express, its primary operating banner.