Votorantim holders tender 64% of 6 5/8% notes; offer cap set at $414.11 million for 6¾% notes

By Susanna Moon

Chicago, March 26 - Votorantim Industrial SA said investors had tendered $585,889,000, or 64%, of its $911.2 million of 6 5/8% senior notes due 2019 by the end of the offer at 5 p.m. ET on March 21.

Meanwhile, Companhia Brasileira de Aluminio obtained tenders for $294,278,000 principal amount, or about 41%, of its $713.5 million of 6¾% senior notes due 2021 by the early tender deadline of 5 p.m. ET on March 21.

As previously announced, Companhia Brasileira will purchase an amount of 6¾% notes equal to $1 billion less the amount of 6 5/8% notes purchased.

Based on the amount of 6¾% notes tendered so far, the company will purchase a maximum of $414,111,000 6 5/8% notes, according to a company press release.

The tender offer for the 6¾% notes will continue until midnight ET on April 4. The offers began March 10.

The 6 5/8% notes are unconditionally guaranteed by Votorantim Participacoes SA, Votorantim Cimentos SA and Companhia Brasileira de Aluminio, and the 6¾% notes are unconditionally guaranteed by Votorantim Participacoes and Votorantim Cimentos.

The company received the needed consents to amend the 6 5/8% notes and plans to execute a supplemental indenture to the notes indenture.

As previously announced, Votorantim and Companhia Brasileira are soliciting consents to amend the note indentures to eliminate substantially all of the restrictive covenants as well as events of default and related provisions. The companies are seeking consents from holders of a majority of each notes series.

For each $1,000 principal amount, the total purchase price is $1,135 for the 6 5/8% notes and $1,127.50 for the 6¾% notes. The total payment includes a $30.00 early tender or consent payment for notes tendered by 5 p.m. ET on March 21, according to a previous press release.

The companies will also pay accrued interest.

D.F. King & Co., Inc. is the information agent (800 967-4604 or call collect 212 269-5550 or 44 207 920 9700; voto@dfking.com).

Citigroup Global Markets Inc. (800 558‑3745 or call collect 212 723‑6106), HSBC Securities (USA) Inc. (888 HSBC-4LM or call collect 212 525-5552), Banco Bradesco BBI SA (212 888-9145), Banco Votorantim Securities, Inc. (212 339-7390) and BB Securities Ltd. (44 207-367-5832) are the dealer managers.

Both companies are subsidiaries of Votorantim Participacoes, a mining, metals and paper group based in Sao Paulo.

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