Brazil’s Marfrig gives early tender update for 11¼% and 9 7/8% notes

By Susanna Moon

Chicago, June 19 – Marfrig Global Foods SA gave the early tender results in the 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.

Holders had tendered $286,199,000 principal amount, or 83.47%, of the 11¼% notes and $369,991,000 principal amount, or 70.19%, of the 9 7/8% notes by 5 p.m. ET on June 18, the early tender date.

The company accepted for purchase all of the tendered notes, according to a Marfrig press release.

As previously announced, 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.

The total purchase price for each $1,000 principal amount is $1,177.50 for the 11¼% notes and $1,120.00 for the 9 7/8% notes tendered by the early deadline. The total amounts include an early tender payment of $30.00 for each $1,000 of notes.

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

The tender offers will continue until 11:59 p.m. ET on July 2. The offers began June 5.

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

The company needed to secure consents for a majority of each series of notes in order to amend that series, and it would have only accepted notes for purchase if it received enough consents to amend that series of notes.

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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