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Coruripe asks holders of $300 million 10% notes to OK GTW asset spinoff
By Wendy Van Sickle
Columbus, Ohio, Dec. 7 – Coruripe Netherlands BV began a consent solicitation related to its outstanding $300 million of 10% senior secured notes due 2027, according to a news release.
The notes are guaranteed by Usina Coruripe Acucar e Alcool SA and GTW Agronegocios SA.
The proposed amendments seek to allow GTW to dispose of certain of its assets to newly created entities. The disposition will consist of a partial spinoff of GTW, which spun-off assets will be contributed to the newly created entities.
These transactions are part of the reorganization of certain companies held by GTW’s controlling shareholders, the succession planning of these various companies and the estate planning of GTW’s controlling shareholders.
The newly created entities will be subject to the same terms and conditions and obligations as GTW under the indenture, to be amended by a supplemental indenture, and will become guarantors thereunder.
The solicitation will expire at 5 p.m. ET on Dec. 14.
The record date is 5 p.m. ET on Dec. 6.
At Dec. 7, the issuer, guarantors of their affiliates held $7,743,000 of the notes, which notes are not subject to the solicitation of consents.
If the holders of a majority in total principal amount outstanding of the notes deliver consents to the amendments by the expiration date and do not validly revoke such consents by then, a supplemental indenture effecting the proposed amendments is expected to be executed, which event would constitute the consent effective time.
If the consent effective time occurs, the issuer will pay a cash consent fee on the settlement date, expected to be two days later, of $2.50 per $1,000 principal amount of notes for which consents were delivered.
Morgan Stanley & Co. LLC is the solicitation agent.
D.F. King & Co., Inc. (800 591-8263, 212 269-5550 or coruripe@dfking.com) is the information agent, tabulation agent and paying agent.
Usina Coruripe is a Brazilian distributor of sugar and ethanol.
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