Invitation to Noteholders from Viterra Finance B.V.
This announcement is important and requires the immediate attention of all Noteholders associated with Viterra Finance B.V. If you are unsure about what steps to take next, it is recommended that you seek prompt financial and legal advice from your broker, bank manager, or a legal expert.
Overview of Viterra Finance B.V.
Viterra Finance B.V., which is registered in the Netherlands, is reaching out to the holders of its outstanding notes with an invitation to engage in significant proposals. These proposals involve the substitution of the current issuer and guarantor of the notes, which are aimed at enhancing the bondholders' position.
Consent Solicitation Details
The Consent Solicitation will address existing noteholders regarding the following series: (i) €500,000,000 0.375% Notes maturing in September 2025 and (ii) €700,000,000 1.00% Notes maturing in September 2028. These notes are guaranteed by Viterra Limited and Viterra B.V. All noteholders are encouraged to carefully review the proposals detailed in the Consent Solicitation Memorandum that has been distributed to relevant parties.
Background on the Business Combination
Viterra Finance B.V. is currently undergoing changes due to a business acquisition by Bunge Limited. This strategic acquisition involves Bunge Limited purchasing Viterra Limited, with substantial shares and cash considerations being negotiated. The merger aims to leverage the strengths of both companies to enhance overall shareholder value.
Impact of the Proposals
Among the key changes proposed is the substitution of Bunge Finance Europe B.V. as the new issuer and Bunge Global SA as the new guarantor for the existing notes. This transition is intended to align the bond terms with those of similar debt securities, thereby improving governance and creating a cohesive structure across all bonds backed by the new guarantors.
Consent Solicitation Timeline
The timeline for noteholders' participation is critical. Initial invitations for consent will be issued, with specific deadlines established for early voting and final voting instructions. Meetings to discuss the extraordinary resolutions will be scheduled soon after the initial announcement, and results will be communicated promptly following the meetings.
Requirements for Implementation
To implement the proposed changes, necessary quorum requirements and other conditions must be fulfilled during the meetings convened to discuss these proposals. Noteholders are encouraged to actively participate to support the various proposals aimed at enhancing the backing and governance of their securities.
Encouragement for Active Participation
Your involvement in the consent solicitation is crucial as a key stakeholder. The proposals not only seek your approval but also aim to create a unified financial and administrative structure that benefits all parties involved. Be sure to stay informed about important dates and carefully consider the implications of your vote.
Frequently Asked Questions
What is the purpose of the consent solicitation?
The consent solicitation seeks to obtain approval from noteholders for significant changes regarding the issuer and guarantor of the existing notes.
How can I participate in the consent solicitation?
Noteholders should examine the Consent Solicitation Memorandum and submit the required voting instructions by the specified deadlines.
What are the expected outcomes if the proposals are approved?
If the proposals are approved, it could lead to a unified governance structure for the bonds and improve creditworthiness due to Bunge's backing.
When will the meetings for noteholders take place?
Meetings to discuss the proposals will be scheduled shortly after the initial announcement date, with specific dates to be confirmed later.
Who can I contact for further information?
Noteholders can directly contact Viterra Finance's designated Solicitation Agent for any detailed inquiries regarding the proposals.
