San Miguel Industrias tenders for 4½% notes due 2022

By Rebecca Melvin

Concord, N.H., July 20 – San Miguel Industrias PET SA has begun a cash tender offer or any and all of its 4½% senior guaranteed notes due 2022 (ISIN: US79911PAB22, USP84523AB85), according to a company release.

SMI and NG Packaging & Recycling Corp. Holdings SA are co-obligors of the notes, for which San Miguel is also soliciting consents to amend the indenture to eliminate substantially all of the restrictive covenants and certain events of default as well as reduce the minimum notice period needed for optional redemption.

Holders who tender by the early deadline, 5 p.m. ET on Aug. 2, will be eligible to receive a total consideration of $1,015.50 per $1,000 principal amount of notes, which includes an early tender consideration of $30 per bond.

The tender offer expires at 11:59 p.m. ET on Aug. 16.

Holders who tender after the early deadline but before the expiration will receive a consideration of $985.50 per $1,000 principal amount.

Holders may not tender notes without delivering consents and may not deliver consents without tendering notes, but there is no consent payment and the proposed amendments under the consent bid will not become operative until after a majority of the aggregate principal amount of notes have been offered and accepted.

The company has reserved the right to accept for purchase all notes validly tendered and not validly withdrawn prior to the early tender date, with early settlement occurring on Aug. 4, assuming all conditions to the offer have been satisfied.

The company will also pay accrued interest up to, but excluding, the early settlement date.

The offer is not conditioned on any minimum principal amount of notes being tendered other than receiving the requisite consents to effect the proposed amendments. There is $300 million principal amount of the notes outstanding.

If any notes remain outstanding after the tender offer, the company intends to redeem those notes on Sept. 18 at 101.125 plus accrued interest.

Citigroup Global Markets Inc. (800 558-3745, 212 723-6106) Credit Suisse Securities (USA) LLC (800 820-1653, 212 538-2147), J.P. Morgan Securities LLC (866 846-2874, 212 834-7279) and Santander Investment Securities Inc. (855 404-3636, 212 940-1442) are dealer managers and solicitation agents for the offer and solicitation.

Global Bondholder Services Corp. (212 430-3774, 866 470-4300) is the information agent.

The maker of plastic resins and containers is based in Lima, Peru.

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