Overview of the Tender Offer and Its Results
Hidrovias International Finance S.à r.l. (the "Company" or "we"), a subsidiary of Hidrovias do Brasil S.A. (Hidrovias), has recently concluded a significant cash tender offer aimed at purchasing its outstanding 4.950% Notes due in 2031. This tender offer is crucial as it shapes the company’s financial outlook and investor relations.
Details of the Tender Offer Process
The tender offer, which aimed to provide liquidity for our noteholders, concluded at the designated expiration time. At this point, the Company successfully amassed valid tenders for an impressive principal amount of U.S. $181,899,000 of the Notes. This value represents a notable 65.38% of the total notes that were outstanding at the tender offer's initiation. It highlights the strong response from investors who participated in this important financial maneuver.
Settlement and Consideration
Investors who validly tendered their Notes can expect to receive a Total Consideration of U.S. $930.00 for every U.S. $1,000 principal amount of Notes. This compensation will also include any accrued interest since their last payment, with expectations for payouts to occur on the predetermined Settlement Date.
Importance of Conditions in the Offer
It is essential to note that our commitment to purchase the Notes is contingent upon fulfilling specific conditions laid out in the Offer to Purchase document. One pivotal aspect is the successful completion of a Financing Transaction. This transaction involves the issuance of Brazilian real-denominated debentures, anticipated to settle soon.
Challenges and Expectations for the Financing
While we project the completion of the planned Financing Transaction, it is crucial for stakeholders to recognize the inherent risks and uncertainties in such proceedings. The ability to finalize such transactions can influence our financial standing and operational strategies moving forward.
Role of D.F. King & Co.
D.F. King & Co., Inc. facilitated the tender offer and acted as the Tender and Information Agent. Their expertise was vital in navigating the complexities of the tender process, ensuring that all parties were adequately informed and supported throughout the experience.
Contact Information for Investors
For any inquiries regarding the tender offer, investors were encouraged to reach out directly to D.F. King & Co. through their provided contact channels. Clear communication is paramount during these processes to foster strong relationships with our investor base.
Looking Forward with Transparency
It is important to stress that the tender offer and its results are not merely procedural but represent a strategic decision aimed at enhancing our financial resilience. Investors must understand that transparency is paramount. The Offer to Purchase contains crucial information that every holder should review carefully.
Our Commitment to Compliance
Hidrovias International Finance reaffirms its commitment to adhering to all applicable securities regulations during this process. We emphasize that neither the Offer to Purchase nor any related documents have been subjected to regulatory review across various jurisdictions, and it is our responsibility to ensure all actions comply with legal frameworks.
Frequently Asked Questions
What is the purpose of the tender offer?
The tender offer allows the Company to purchase its outstanding notes, providing liquidity to investors while potentially optimizing its capital structure.
What was the final tender amount received?
The Company received valid tenders for a total of U.S. $181,899,000, equating to 65.38% of the outstanding notes when the offer commenced.
How much will investors receive from the tender?
Investors will receive a Total Consideration of U.S. $930.00 per U.S. $1,000 principal amount of Notes, along with any interest accrued.
What conditions must be met for the offer?
The purchase is conditional upon specific agreements, primarily the successful completion of a Financing Transaction involving new debentures.
Who acted as the Dealer Managers in this process?
Itau BBA USA Securities, BofA Securities, J.P. Morgan Securities, and Morgan Stanley acted as Dealer Managers and Solicitation Agents during the tender process.
