So Paulo, 27 July 2021 /PRNewswire/ – USJ – Açúcar e lcool SA (“company”), which is a leading sugar and ethanol producer in the Central and Southern region Brazil, announced today that it is seeking approvals (“seeking consentholders of 9.875%/10.500% Senior Secured PIK Bonds due in 2023 issued by the Company (“)notes“) to adopt some of the proposed amendments as set out below (”Suggested modifications“) to the contract that governs the notes (“indenting“).
The proposed amendments seek primarily to modify positive safeguards and security clauses of Indenture in order to increase the scalability of a more comprehensive restructuring of the Notes pursuant to the Restructuring Support Agreement concluded at June 8, 2021, together with the designated group of bondholders (together referred to as “”custom groupThe proposed amendments also seek to authorize payment of positive costs and expenses incurred in connection with the negotiations of the Ad Hoc Group Consultants regarding the proposed amendment.
Note holders are referred to the company’s approval request statement, dated 27 July 2021 (the “consent solicitation statement”) for detailed terms and conditions of the consent request in relation to the feedback. The consent request began today and will end on 5:00 pm (New York City time) in August 4, 2021, unless otherwise extended by the Company (both date and time, as they may be extended, are referred to as “Expiry dateConsent is sought solely by way of a consent request statement. The consent request statement contains significant information that note-takers should read carefully prior making any decision on a consent request. Terms not specified in this press release should have the meaning ascribed to them in a statement Approval request.
Only note holders as of 5:00 pm (New York City time) in August 4, 2021 (such date and time, including the date and time which the Company may change, from time to time, the “Registration Date”) shall be entitled to consent to the proposed modifications in accordance with the consent request. In order to implement the proposed amendments, a supplementary contract to Indenture will be entered into by the parties involved (“Supplementary IndentureIf the Supplemental Indenture is executed and the other terms and conditions set forth in the Consent Request Statement are met or waived, the holders of such Notes will as of the Record Date benefit from the proposed modifications. Holders are permitted to revoke Consents at any time prior 5:00 PM (New York City time) in August 2, 2021 (the “Cancellation deadline“).
For the execution and delivery of Supplemental Indenture, the Company must receive approvals from the owners as of the record date representing at fewest 66-2/3% and a majority of the whole principal amount of the Notes, with respect to warranties adjustments and payment adjustments, respectively, (“Required approvals“).
Our obligation to accept properly delivered consents and not revoke them is conditional on the fulfillment of positive conditions as described in the Consent Request Statement, including receipt of the requested consents. We may, in consultation with the Ad Hoc Group, terminate the consent request, allow the consent request to expire, extend the consent request, persevere requesting consents pursuant to the consent request or modify the terms of the consent request, including waiving any or all of the terms set forth in the consent solicitation statement.
The Company reserves the right, in consultation with the Ad Hoc Group, to modify the consent request statement and the terms and conditions of the consent request or terminate the consent request at any time.
Any questions, requests for assistance, copies of the consent solicitation statement or related documents may be directed to the Information and Scheduling Agent at their telephone number shown below.
The information agent and scheduling approval request is:
D.F. King & Co., Inc.
Toll Free: +1 (866) 620-2536
All others calls: +1 (212) 269-5550
e-mail: [email protected]
This press release is not an offer to sell or the solicitation of an offer to purchase any security. This announcement is also not a solicitation of approvals for any proposed amendments. No recommendations were made as to whether noteholders should provide approvals for the proposed amendments.
Important notice regarding forward-looking statements:
This press release contains positive forward-looking statements. Statements that are not historical facts, including statements about our views and expectations, are forward-looking statements. The words “expect,” “believe,” “estimate,” “intend,” “plan,” and similar expressions, when relating to the Company and its subsidiaries, refer to forward-looking statements. These statements reflect the current view of management and are subject to various risks and uncertainties. This data is based on various assumptions and factors, including general economic, market, industry, and operating factors. Any changes in these assumptions or factors could lead to practical results distinct from current expectations. These statements should not be relied upon. Forward-looking statements relate only to the date they are made and the Company undertakes no obligation to update forward-looking statements to reflect events or circumstances following the date they are made.
SOURCE USJ – Açúcar e lcool SA