Singapore's Olam launches exchange offer, consent bids tied to reorganization plans

By Rebecca Melvin

Concord, N.H., Jan. 18 – Olam International Ltd. has commenced an exchange offer and consent solicitation regarding five series of Singapore dollar- and U.S. dollar-denominated notes, according to a company announcement.

The offer is being made in connection with its plan to reorganize into three operating groups and it pertains to:

• S$500 million 6% notes due 2022 (ISIN: SG6X10986208);

• $300 million 4 3/8% notes due 2023 (ISIN: XS1575977365);

• S$600 million 4% notes due 2026 (ISIN: SGXF63577419);

• S$350 million 5½% subordinated perpetual securities (ISIN: SG7DJ3000005); and

• S$550 million 5 3/8% subordinated perpetual securities (ISIN: SGXF39597590).

The existing securities were issued under a $5 billion euro medium-term note program.

The company announced a plan on Dec. 14 to divide into three operating groups. The first group, OFI Business, will remain with the existing issuer while OGA Business and the OIL Business will be under a new holding company, Olam Group Ltd.

Specifically, the company is seeking consents to waive any potential event of default under the existing securities that may result from the proposed transaction, and to amend the indenture of the 2023 notes to include a call option that will allow Olam Group to redeem the 2023 notes in whole or in part at any time subject to a make-whole mount.

The company is also seeking to exchange any and all of its Singapore dollar-denominated 5½% subordinated perpetuals to be consolidated and form a single series with the existing 5 3/8% perpetual securities.

HSBC Ltd. and Standard Chartered Bank (Singapore) Ltd. are the dealer managers of the exchange offer and consent solicitation.

Morrow Sodali Ltd. (olaminternational@investor.morrowsodali; +44 20 4513 6933; +852 2319 4130) is information and tabulation agent.

Olam is a Singapore-based supply chain manager and processor of agricultural products and food ingredients.

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