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Published on 6/5/2014 in the Prospect News Emerging Markets Daily, Prospect News High Yield Daily and Prospect News Liability Management Daily.

Brazil’s Marfrig announces tender offers for 11¼% notes, 9 7/8% notes

By Angela McDaniels

Tacoma, Wash., June 5 – Marfrig Global Foods SA announced the beginning of tender offers for Marfrig Holdings (Europe) BV’s $342,865,000 of outstanding 11¼% senior notes due 2021 and $527,135,000 of outstanding 9 7/8% senior notes due 2017.

The tender offers are being made by HSBC Securities (USA) Inc. on behalf of Marfrig and the issuer, according to a Marfrig Global Foods news release.

Marfrig Holdings (Europe) is also soliciting consents to eliminate substantially all of the restrictive covenants and some events of default in the indentures governing the notes.

For each $1,000 principal amount, the purchaser is offering $1,177.50 for the 11¼% notes and $1,120.00 for the 9 7/8% notes. These payments include an early tender payment of $30.00 for each note tendered by the early tender date, 5 p.m. ET on June 18.

Holders will also receive accrued interest up to but excluding the settlement date.

The tender offers and consent solicitations will expire at 11:59 p.m. ET on July 2.

In order to amend a series of notes, consents are needed from the holders of a majority of that series of notes.

The purchaser will only accept notes for purchase if it receives enough consents to amend that series of notes.

Holders may not tender their notes without delivering their consents to the proposed amendments and vice versa.

Marfrig said it is intended that the notes purchased by HSBC in the tender offers will be exchanged by HSBC for some new notes issued in a new offering by Marfrig Holdings. The tender offers are conditioned on the consummation of the new offering.

The dealer managers are Banco BTG Pactual SA – Cayman Branch (646 924-2535), HSBC Securities (USA) (888-HSBC-4LM, 212 525-5552 or liability.management@hsbcib.com), Itau BBA USA Securities, Inc. (888-770-4828 or IBBASyndicate@correio.itau.com.br) and Morgan Stanley & Co. LLC (800 624-1808 or 212 761-1057).

The information agent and tender agent is D.F. King & Co., Inc. (212 269-5550 for bank and brokers; 888 869-7406 for others).

Marfrig is a food processing company based in Sao Paulo, Brazil.


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