By William Gullotti
Buffalo, N.Y., Oct. 25 – Braskem Idesa SAPI priced $1.2 billion of 6.99% senior secured notes due 2032 (B+/B+) at 99.94, according to an offering memo.
The notes feature a 37.5 basis point interest step-up that occurs on Aug. 20, 2029 unless the company has met its sustainability performance target and it has been confirmed by an external verifier.
The sustainability target is tied to a greenhouse gas emissions reduction target of 15% in relation to the 2017 baseline.
The notes are callable at any time for taxation reasons at par plus interest.
They are also callable before Feb. 20, 2027 with a make-whole premium based on the Treasury rate plus 50 bps.
After Feb. 20, 2027, redemption prices will be based on whether the company has satisfied the sustainability performance target.
If the sustainability performance target has been satisfied, the company can redeem the notes starting Feb. 20, 2027 at 103.495, beginning Feb. 20, 2028 at 101.748, from Feb. 20, 2029 at 100.874 and then starting Feb. 20, 2030 and going forward at par.
If the sustainability performance target has not been satisfied, the redemption prices will be 103.683 starting Feb. 20, 2027, 101.841 from Feb. 20, 2028, 100.921 beginning Feb. 20, 2029 and then par from the Feb. 20, 2030 date.
Morgan Stanley & Co. LLC, Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc. and Itau BBA USA Securities, Inc. are the joint lead managers and joint bookrunners for the offering.
Proceeds from the offering will be used to repay existing senior secured debts.
Listing for the Regulation S and Rule 144A notes is expected on the Singapore Exchange effective Oct. 26.
Braskem is a Sao Paulo-based petrochemical company.
| Issuer: | Braskem Idesa SAPI
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| Amount: | $1.2 billion
|
| Maturity: | Feb. 20, 2032
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| Securities: | Senior secured notes
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| Bookrunners: | Morgan Stanley & Co. LLC, Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc. and Itau BBA USA Securities, Inc.
|
| Trustee: | Bank of New York Mellon
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| Counsel to issuer: | Paul Hastings LLP (English), White & Case, SC (Mexico)
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| Counsel to bookrunners: | Milbank LLP (English), Ritch, Mueller y Nicolau, SC (Mexico)
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| Coupon: | 6.99%; stepping up to 7.365% on Aug. 20, 2029 if sustainability targets have not been met
|
| Price: | 99.94
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| Call features: | Before Feb. 20, 2027 with a make-whole premium at Treasuries plus 50 bps, after Feb. 20, 2027, if targets are not satisfied: at 103.683 starting Feb. 20, 2027, 101.841 from Feb. 20, 2028, 100.921 beginning Feb. 20, 2029 and then par from the Feb. 20, 2030 date to maturity; if targets are satisfied: at 103.495 starting Feb. 20, 2027, beginning Feb. 20, 2028 at 101.748, from Feb. 20, 2029 at 100.874 and then starting Feb. 20, 2030 forward at par
|
| Equity clawback: | Up to 35% at 106.99 plus interest
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| Change of control: | At 101 plus interest
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| ESA Redemption: | In whole or in part at par plus interest
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| Pricing date: | Oct. 14
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| Issue date: | Oct. 20
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| Listing date: | Oct. 26
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| Ratings: | S&P: B+
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| Fitch: B+
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| Distribution: | Rule 144A and Regulation S
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| ISINs: | US10554NAB47, USP1850NAB75
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