Embraer accepts $432.79 million early tendered 2025, 2027, 2028 notes

By Marisa Wong

Los Angeles, Aug. 8 – Brazil’s Embraer SA announced the early results of its July 25 offer to purchase for cash notes from three series issued by Embraer Netherlands Finance BV and guaranteed by Embraer.

Embraer is offering to buy up to $750 million maximum principal amount of notes. The offer cap was increased on July 27 from the original $500 million.

Embraer has accepted for purchase all of the notes tendered at or prior to 5 p.m. ET on Aug. 7, the early tender date, according to a Tuesday press release.

As of the early tender date, holders had tendered the following notes, listed in order of acceptance priority with the total consideration per $1,000 principal amount:

• $189,346,000 of the $714 million of outstanding 6.95% senior notes due 2028 (Cusips: N29505AA7, 29082HAC6) for $1,015;

• $39.12 million of the $420,867,000 of outstanding 5.05% senior notes due 2025 (Cusip: 29082HAA0) for $990; and

• $204,327,000 of the $730 million of outstanding 5.4% senior notes due 2027 (Cusip: 29082HAB8) for $982.25.

The total considerations each include an early tender payment of $30 per $1,000 principal amount that will be paid only to holders who tender by the early date.

Holders will also receive accrued interest to the applicable settlement date.

Settlement of the early tendered notes will be three business days after the early tender date. Final settlement will be two business days after the expiration of the offer, which is at 5 p.m. ET on Aug. 22.

The offer is conditioned on completion of a debt financing but is not conditioned on the tender of any minimum principal amount of notes.

The company said on Tuesday it has delivered notice of optional redemption via make-whole call for all 2025 notes that remain outstanding after the tender offer.

Credit Agricole Securities (USA) Inc. (866 807-6030), Itau BBA USA Securities, Inc. (212 710-6749), Morgan Stanley & Co. LLC (212 507-8999), MUFG Securities Americas Inc. (646 434-3455 or (212 405-7481), Natixis Securities Americas LLC (212 698-3108), PNC Capital Markets LLC (855 881-0697), Santander US Capital Markets LLC (212 940-1442) and UBS Securities LLC (212 713-4715) are the dealer managers.

D.F. King & Co., Inc. (877 732-3619, 212 269-5550, embraer@dfking.com) is the information and tender agent for the offer.

Embraer is a Sao Paulo-based aerospace conglomerate that produces commercial, military and other aircraft and provides aeronautical services.

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