Brazil's Odebrecht gets tenders for 30.1% of 7% notes, 82% of 6% notes

By Susanna Moon

Chicago, April 25 - Brazil's Construtora Norberto Odebrecht SA said its affiliate Odebrecht Finance Ltd. received tenders for $35,695,000, or 30.1%, of its $118.6 million of outstanding 7% senior notes due 2020 and $597,595,000, or 82%, of its $729 million of outstanding 6% notes due 2023.

The tender offers ended at 5 p.m. ET on April 24. They began April 16.

Each series of notes is guaranteed by Construtora Norberto Odebrecht.

For each $1,000 principal amount of notes, the company will pay $1,160.00 for the 7% notes and $1,167.50 for the 6% notes. Holders will also receive accrued interest.

The tender offers are conditioned on the closing of the company's offerings of real-denominated notes due 2018 and dollar-denominated notes due 2025. Neither tender offer is conditioned on the tender of any minimum or maximum principal amount of notes.

Odebrecht launched an offering of $550 million notes due April 2025 at talk of 4½% and R$500 million notes due April 2018 at talk of 8 3/8% on April 17, as reported by Prospect News.

Consent solicitation

The company also solicited consents to adopt some amendments to the indenture governing the 6% notes to eliminate substantially all of the restrictive covenants and various events of default and related provisions.

The proposed amendments required the consents of holders of a majority of the outstanding 6% notes (excluding any 6% notes held by the company or its affiliates).

Holders who tendered their 6% notes also needed to provide consents to the proposed amendments.

The $1,167.50 payment on offer for the 6% notes included a consent payment of $30.00.

The consent solicitation expired at the same time as the tender offers, 5 p.m. ET on April 24.

The consent solicitation could have been terminated if the needed consents were not received, but the company reserved the right to accept and purchase 6% notes tendered through the concurrent tender offer.

The dealer managers and solicitation agents were Banco BTG Pactual - Cayman Branch (212 293-4618), Credit Agricole Securities (USA) Inc. (866 807-6030 or 44020 7214 7440), Deutsche Bank Securities Inc. (855 287-1922 or 212 250-7527), Santander Investment Securities Inc. (212 407-995) and Scotia Capital (USA) Inc. (212 225-5501).

The information agent was D.F. King & Co., Inc. (800 488-8035 or 212 269-5550).

Construtora Norberto Odebrecht is an engineering and construction company based in Sao Paulo.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.