Ultrapar gives early tenders for 2029 notes, ups overall cap

By Rebecca Melvin

New York, April 26 – Ultrapar International SA announced the early results of its April 7 tender offer to purchase for cash up to a maximum amount of its $850 million outstanding 5¼% notes due 2029 (ISINs: US90401CAC38, USL9412AAB37), according to a press release Tuesday.

As of 5 p.m. ET on April 25, $606,106,000 principal amount of the 2029 notes were validly tendered and not validly withdrawn. The acceptance amount will be prorated.

The company had raised the maximum acceptance amount to $485,667,000 from $435,674,000 on April 19 and adjusted the deadlines of the tender offer. Under the adjusted offer, Ultrapar intends to accept for purchase $485,667,000 of notes, for an estimated purchase price of $493 million.

Holders of tendered and accepted notes will receive $1,015 per $1,000 principal amount of notes, including a $30 early tender payment per $1,000 of notes.

Ultrapar will also pay accrued interest to but excluding the settlement date.

Settlement of the accepted early tendered notes is expected to occur on Wednesday.

The tender expiration will be 11:59 p.m. ET on May 6.

However, because the amount of early tendered notes already exceeds the offer cap, no notes tendered after the early tender date will be accepted for purchase.

Holders tendering their notes after the early tender date would have been eligible to receive $985 per $1,000 principal amount of notes, plus accrued interest to the final settlement date, which was slated for May 10.

Increased overall cap

Simultaneously with the launch of the 2029 notes offer, Ultrapar had begun a tender offer to purchase for cash any and all of its outstanding 5¼% notes due 2026 (Cusips: 90401CAA7, L9412AAA5).

That tender offer expired at 5 p.m. ET on April 13, and Ultrapar purchased $114,329,000 of the notes. Payment occurred on April 14, with a subsequent settlement on April 18, for a total cash payment of about $117.5 million.

The tender offers for the 2026 notes and the 2029 notes together were subject to a maximum aggregate tender amount of $550,003,000, which Ultrapar had the option to increase to up to $600 million.

Considering the results of the 2029 notes tender offer and due to rounding and minimum denominations, Ultrapar has elected to increase the maximum aggregate tender amount to $599,996,000.

Accordingly, the maximum acceptance amount for the 2029 notes tendered corresponds to the maximum aggregate tender amount minus the aggregate principal amount of the 2026 notes tendered and accepted for purchase.

The dealer managers for the tender offer are Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057), Goldman Sachs & Co. LLC (800 828-3182, 212 357-1452) and J.P. Morgan Securities LLC (866 846-2874, 212 834-7279).

D.F. King & Co., Inc. (212 269-5550, 800 859-8509, Ultrapar@dfking.com) is the information and tender agent for the offer.

Ultrapar International is a Luxembourg-based subsidiary of Ultrapar Participacoes SA, a Sao Paulo-based petrochemicals company.

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