JBS USA Lux provides early results for exchange offers, consent bids

Chicago, Aug. 15 – JBS USA Lux SA announced the early results of its exchange offers for any and all of its $1 billion outstanding 2½% senior notes due 2027 (Cusips: 46592QAB5, L5S59NAB1) and $1 billion outstanding 3 5/8% sustainability-linked senior notes due 2032 (Cusips: 46592QAA7, L5S59NAA3) issued by JBS USA Food Co. (originally issued by JBS Finance Luxembourg Sarl) for up to $2 billion aggregate principal amount of new notes to be issued by JBS USA Lux, JBS USA Food and JBS USA Finance, Inc. and cash, according to a press release.

The new notes will have the same coupon and maturity as the existing notes being exchanged.

As of the early deadline at 4 p.m. ET on Aug. 15, noteholders tendered $909.14 million, or 90.91%, of the 2027 notes and $918,577,000, or 91.86% of the 2032 notes.

Noteholders who tendered by the early deadline are receiving $1,000 in new notes and $0.50 in cash for each $1,000 note tendered.

Noteholders who tender now after the early deadline will only receive $950 in new notes for each $1,000 existing note tendered.

Consent solicitation

The exchange offer was being conducted with a consent solicitation.

The company was soliciting consents to adopt some proposed amendments to the indentures governing the existing notes to eliminate substantially all of the restrictive covenants, events of default and related provisions and definitions.

The amounts tendered constitute the requisite consents to adopt the proposed amendments.

A supplemental indenture has been executed and will become operative when the total exchange consideration is paid. This is expected for Aug. 19 or promptly thereafter.

Details

The exchange offers and consent solicitations will expire at 11:59 p.m. ET on Aug. 29.

D.F. King & Co., Inc. (800 967-7574, 212 269-5550 or jbs@dfking.com) is the exchange agent and information agent for the exchange offer and consent solicitation.

The dealer managers for the exchange offers and the solicitation agents for the consent solicitations are Barclays (212 528-7581, 800 438-3242, us.lm@barclays.com), BMO Capital Markets Corp. (833 418-0762, 212 702-1840, LiabilityManagement@bmo.com), Mizuho Securities USA LLC (866 271-7403, 212 205-7736), RBC Capital Markets (877 381-2099, 212 618-7843, liability.management@rbccm.com) and Truist Securities Inc. (800 685-4786).

Greeley, Colo.-based JBS USA produces beef, pork, chicken and packaged food products.

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