FS Industria de Biocombustiveis unit gives early tender tally, pricing

By Mary-Katherine Stinson

Lexington, Ky., May 24 – FS Industria de Biocombustiveis Ltda. finance subsidiary FS Luxembourg Sarl announced early results of its tender offer for up to $100 million principal amount of its 10% senior secured notes due 2025 (Cusips: 30315XAB0, L40756AB1) guaranteed by FS Industria de Biocombustiveis and FS I Industria de Etanol SA, according to a press release.

There were $598,984,000 of the notes outstanding at the start of the offer on May 10.

As of the early deadline of 5 p.m. ET on May 23, a total of $78,319,000 principal amount of notes was validly tendered.

As previously reported, the tender offer was conducted as a modified Dutch auction until the early tender date, with the acceptable bid price range being between $1,000 and $1,010 per $1,000 note. Bids were required to be in increments of $1.00. Tenders submitted without a bid price were deemed to have submitted the base price of $1,000.

The clearing price and the total consideration have been set at $1,010 per $1,000 principal amount for noteholders who tendered by the early deadline, including a $50 per note early tender premium.

Noteholders who tender after the early deadline, for clarity, will receive a total consideration of $960 per $1,000 note.

Interest will also be paid.

Early settlement is slated for May 26. After early settlement, $520,665,000 principal amount of the notes will be outstanding.

Proration may apply to notes tendered after the early deadline.

The offer will expire at 5 p.m. ET on June 8.

Final settlement is expected two days after the expiration date.

Banco BTG Pactual SA – Cayman Branch (212 293-4600, OL-DCM@btgpactual.com), Citigroup Global Markets Inc. (212 723-6106, 800 558-3745), Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057) and Santander US Capital Markets LLC (855 404-3636, 212 940-1442) are the dealer managers.

D.F. King & Co., Inc. (800 967-5079, 212 269-5550, fs@dfking.com) is the information and tender agent for the offer.

Formerly known as FS Agrisolutions Industria de Biocombustiveis, the ethanol producer is based in Sao Paulo, Brazil.

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