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Minerva marks early tenders for 71% of 7¾% notes, gets needed consents
By Susanna Moon
Chicago, Sept. 15 – Minerva Luxembourg SA said investors had tendered $617,234,000 principal amount, or 71.11%, of its $868,015,000 of outstanding 7¾% notes due 2023 as of 5 p.m. ET on Sept. 14, early tender date.
In addition, Minerva Luxembourg plans to execute a supplemental indenture to the notes, which will eliminate substantially all of the restrictive covenants as well as some events of default and related provisions, according to a press release.
As announced Aug. 31, the offer is being made by HSBC Securities (USA) Inc. and the notes are guaranteed by Minerva SA.
The tender offer and consent solicitation will continue until 11:59 p.m. ET on Sept. 28.
Holders who tendered their notes and gave consents by the early deadline will receive the total purchase price of $1,065 for each $1,000 principal amount of notes plus accrued interest to but excluding the early settlement date of Sept. 15.
Those who tender after the early deadline will receive the total amount less the $30.00 early tender premium, or $1,035 per $1,000 principal amount plus accrued interest.
Holders who tender their notes under the offer will be deemed to have delivered their consents to amendments proposed under the consent solicitation.
To pass, the amendments required approval by holders of a majority of the outstanding notes.
The tender offer is expected to be funded by the issue of new notes in an international capital markets offering.
The tender offer is not conditioned on the tender of any minimum principal amount of notes but does have a financing condition.
D.F. King & Co., Inc. (800 714-3311, 212 269-5550 or Minerva@dfking.com) is the information agent for the tender offer and the consent solicitation.
Banco Bradesco BBI SA, HSBC Securities (USA) Inc., Itau BBA USA Securities, Inc., J.P. Morgan Securities LLC and Bank of America Merrill Lynch are the dealer managers and solicitation agents.
Minerva SA is a Barretos, Brazil-based food processor.
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