Embraer lifts tender cap for 2025, 2027, 2028 notes to $750 million

By Wendy Van Sickle

Columbus, Ohio, July 27 – Brazil’s Embraer SA increased to $750 million the maximum principal amount of notes it will buy in a cash tender offer for notes from three series issued by Embraer Netherlands Finance BV, according to a company news release.

On July 25, the company launched the offer with an original cap of $500 million.

The notes are guaranteed by Embraer and include the following, listed in order of acceptance priority with the total consideration per $1,000 principal amount:

• The $714 million of outstanding 6.95% senior notes due 2028 (Cusips: N29505AA7, 29082HAC6) for $1,015;

• The $420,867,000 of outstanding 5.05% senior notes due 2025 (Cusip: 29082HAA0) for $990; and

• The $730 million of outstanding 5.4% senior notes due 2027 (Cusip: 29082HAB8) for $982.25.

The total considerations each include an early tender payment of $30 per $1,000 principal amount that will be paid only to holders who tender by the early date, 5 p.m. ET on Aug. 7. Holders will also receive accrued interest to the applicable settlement date.

The offer will expire at 5 p.m. ET on Aug. 22.

Early settlement is expected to be three business days after the early tender date, and final settlement is to be two business days after the final expiration date.

The offer is conditioned on completion of a debt financing but is not conditioned on the tender of any minimum principal amount of notes.

The company said it plans but is not obligated to redeem the 2025 notes via the make-whole call after completion or termination of the tender offer.

Credit Agricole Securities (USA) Inc. (866 807-6030), Itau BBA USA Securities, Inc. (212 710-6749), Morgan Stanley & Co. LLC (212 507-8999), MUFG Securities Americas Inc. (646 434-3455 or (212 405-7481), Natixis Securities Americas LLC (212 698-3108), PNC Capital Markets LLC (855 881-0697), Santander US Capital Markets LLC (212 940-1442) and UBS Securities LLC (212 713-4715) are the dealer managers.

D.F. King & Co., Inc. is the information and tender agent for the offer (877 732-3619, 212 269-5550, embraer@dfking.com).

Embraer is a Brazilian aerospace conglomerate that produces commercial, military and other aircraft and provides aeronautical services.

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