BRF gives early results of tender offer for 4.35%, 4 7/8% notes

By Mary-Katherine Stinson

Lexington, Ky., Sept. 20 – Brazil’s BRF SA announced the early results of its Sept. 6 capped tender offer for two notes, according to a notice.

As previously reported, the company invited holders to tender their outstanding 4.35% senior notes due 2026 issued by Austrian subsidiary BRF GmbH (Cusips: 05583BAA7, A08163AA4) and outstanding 4 7/8% senior notes due 2030 issued by BRF SA (Cusips: 10552TAG2, P1905CJX9), up to $200 million principal amount.

As of the early tender deadline at 5 p.m. ET on Sept. 19, the results are as follows, listed by acceptance priority level and including the total consideration per $1,000 principal amount:

• $250,552,000, or about 50.18%, of the $499,282,000 outstanding 4.35% senior notes due 2026 were tendered for a total consideration of $952.50 per note; and

• $132,305,000, or about 22.49%, of the $588,307,000 outstanding 4 7/8% senior notes due 2030 were tendered for a total consideration of $870 per note.

However, as the maximum amount was exceeded, BRF will accept for purchase only the tendered 2026 notes on a prorated basis and none of the 2030 notes.

The total considerations include $30 early tender premiums that will only be paid to noteholders who tendered by the early deadline.

The company will also pay accrued interest.

Noteholders who tendered before the early deadline have priority in acceptance over noteholders who tender after the early deadline.

Early settlement is slated for Sept. 21.

The offer expires at 5 p.m. ET on Oct. 4. However, BRF does not except to accept any tenders after the early tender deadline. Final settlement was expected on Oct. 5, although that date is no longer relevant.

Tenders may no longer be withdrawn.

The company said it will be using cash to fund the offers.

BofA Securities, Inc. (646 855-8988, 888 292-0070) and Santander US Capital Markets LLC (212 940-1442, 855 404-3636) are the dealer managers.

D.F. King & Co., Inc. is the information and tender agent for the offer (866 416-0577, 212 269-5550, brf@dfking.com).

As previously reported, the company said it was also planning a make-whole redemption of its 4¾% senior notes due 2024, of which there are $295,363,000 outstanding.

Notice was sent to holders on Sept. 5.

Settlement is planned for Oct. 5.

The food processing company is based in Sao Paulo.

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