Chicago, Oct. 12 – Aegea Finance Sarl issued $500 million of 9% sustainable and sustainability-linked senior notes due 2031 (Ba3//BB), according to an offering document.
The notes are guaranteed by Aegea Saneamento e Participacoes SA.
The issue price was 99.912.
The interest rate is tied to the achievement of certain sustainability targets. There are three. If the targets are not separately met the coupon will increase starting July 20, 2026, with increases of 5 basis points to 15 bps per target.
The notes may be redeemed early with a Treasuries plus 50 bps make-whole premium before Jan. 20, 2027. The notes will be callable at par plus a variable premium starting in Jan. 20, 2027, based on the achievement or failure of the sustainability targets. The notes are callable at par starting Jan. 20, 2030.
Banco Bradesco BBI SA, Banco BTG Pactual SA – Cayman Branch, Citigroup Global Markets Inc., Itau BBA USA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Santander US Capital Markets LLC were joint bookrunners.
Proceeds are being used to repay debt and for general corporate purposes, in line with the company’s sustainable and sustainability-linked framework.
The notes are listed in Luxembourg.
Sao Paulo-based Aegea Saneamento is an operator of public sanitation concessions in Brazil.
| Issuer: | Aegea Finance Sarl
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| Guarantor: | Aegea Saneamento e Participacoes SA
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| Amount: | $500 million
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| Issue: | Sustainable and sustainability-linked senior notes
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| Maturity: | Jan. 20, 2031
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| Bookrunners: | Banco Bradesco BBI SA, Banco BTG Pactual SA – Cayman Branch, Citigroup Global Markets Inc., Itau BBA USA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Santander US Capital Markets LLC
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| Sustainability coordinators: | Itau BBA, JPMorgan
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| Trustee: | UMB Bank, NA
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| Counsel to issuer: | White & Case LLP; Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados; Loyens & Loeff Luxembourg Sarl
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| Counsel to underwriters: | Milbank LLP, Cescon, Barrieu, Flesch & Barreto Advogados
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| Coupon: | 9%
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| Price: | 99.912
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| Call features: | Make-whole call at Treasuries plus 50 bps until Jan. 20, 2027; then par plus variable premium dependent upon achievement or failure to achieve sustainability targets; par call starting in Jan. 20, 2027
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| Change of control: | At 101
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| Equity clawback: | Up to 35% at 109
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| Settlement date: | Oct. 4
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| Ratings: | Moody’s: Ba3
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| Fitch: BB
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| Distribution: | Rule 144A and Regulation S
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| ISIN: | US00775CAC01, USL01343AB52
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