Charles river laboratories international, inc. enters into second supplemental indenture
On october 23, 2019, charles river laboratories international, inc. (“charles river” or the “company”) entered into a second supplemental indenture (the “second supplemental indenture”) by and among the company, certain of the company’s u.s. subsidiaries, charles river laboratories ashland, llc, charles river laboratories i delaware holdings, inc., charles river laboratories ii delaware holdings, inc., charles river laboratories sa usa, inc., charles river laboratories, inc. and crl safety assessment, inc. (collectively, the “guarantors”), and mufg union bank, n.a., as trustee (the “trustee”), to the base indenture dated april 3, 2018 by and among the company and the trustee, in connection with the offering of $500 million aggregate principal amount of the company’s 4.250% senior notes due 2028 (the “notes”). the company issued $500 million aggregate principal amount of the notes. the notes are general, unsecured, senior obligations of the company. the notes will mature on may 1, 2028. interest on the notes is payable at a rate of 4.250% per annum, payable semi-annually in arrears on each may 1 and november 1, beginning on may 1, 2020, to holders of record for such notes on the immediately preceding april 15 and october 15, respectively. the company may also redeem up to 40% of the notes with the proceeds of certain equity offerings completed before may 1, 2023, at a redemption price equal to 104.25% of the principal amount of such notes plus accrued and unpaid interest, if any, to but excluding the redemption date. on or after may 1, 2023, the company may on any one or more occasions redeem all or a part of the notes, at the redemption prices specified in the second supplemental indenture, plus accrued and unpaid interest, if any, on the notes redeemed, to, but excluding, the applicable date of redemption. upon the occurrence of a change of control triggering event (as defined in the second supplemental indenture), the company will be required to offer to repurchase the notes at a purchase price equal to 101% of the aggregate principal amount of such notes plus accrued and unpaid interest, if any, to but excluding the date of such purchase. as of the issue date, the notes are guaranteed fully and unconditionally, jointly and severally, on a senior unsecured basis (the “note guarantees”), by the guarantors. in the future, the note guarantees may be released or terminated under certain circumstances. the second supplemental indenture contains certain covenants, including, but not limited to, limitations and restrictions on the ability of the company and its subsidiaries (as defined in the second supplemental indenture) to (i) create certain liens, (ii) enter into any sale and leaseback transaction (as defined in the second supplemental indenture) with respect to any property, and (iii) merge, consolidate, sell or otherwise dispose of all or substantially all of their assets. these covenants are subject to a number of important conditions, qualifications, exceptions and limitations. neither the notes nor the note guarantees have been or will be registered under the securities act and may not be offered or sold except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the securities act.
