Banco Fibra tenders for $25 million 8˝% notes by Dutch auction

By Susanna Moon

Chicago, Feb. 17 – Brazil’s Banco Fibra SA said it began a modified Dutch auction cash tender offer to purchase up to $25 million principal amount of the $110 million of outstanding 8˝% subordinated notes due 2016 issued through its Cayman Islands branch.

The total payment for each $1,000 principal amount of notes tendered before the early tender date and accepted for purchase will be equal to the clearing price, according to a company announcement.

The total amount includes an early tender premium of $50.00 per $1,000 principal amount of notes tendered before 5 p.m. ET on March 1, the early tender date.

The bid price range will be $830 to $880 for each $1,000 principal amount.

Holders who tender their notes after the early deadline will receive the total amount less the early premium.

The bank also will pay accrued interest to but excluding the settlement date.

The tender offer will end at 11:59 p.m. ET on March 15.

Tendered notes may be withdrawn before the early tender deadline.

The clearing price will be determined under a modified Dutch auction until the early tender date. Holders who tender before the early deadline must specify the minimum total amount they would be willing to receive in exchange for each $1,000 principal amount of notes. The price specified for each $1,000 principal amount must be in increments of $5.00 within the bid price range. Any bid price specified for notes tendered after the early deadline will be disregarded and not used for purposes of calculating the clearing price.

If the offer is oversubscribed by the early deadline, Banco Fibra will first accept for purchase notes tendered with a bid price less than the clearing price and then notes tendered with a bid price equal to the clearing price on a prorated basis, according to the principal amount of the notes, so that Banco Fibra purchases an aggregate principal amount of notes up to the tender cap, the release noted.

Otherwise, Banco Fibra will first accept for purchase notes tendered before the early deadline and then notes tendered after the early deadline on a prorated basis.

Banco Fibra said it reserves the right to increase the tender cap without extending the withdrawal deadline.

The tender offer is not conditioned upon any minimum number of notes being tendered.

D.F. King & Co., Inc. (877 896-3192 or fibra@dfking.com) is the tender agent and information agent. Goldman Sachs & Co. (800 828-3182) and Banco Bradesco BBI SA (212 888-9145) are the dealer managers.

Banco Fibra is a Sao Paulo-based lender.

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