BELO HORIZONTE, Brazil, Dec. 14, 2015 /PRNewswire/ -- Banco Mercantil do Brasil S.A. (the "Bank") hereby announces the early tender results of its offer to purchase for cash up to U.S.$30,000,000 (the "Tender Cap") of its outstanding 9.625% Subordinated Notes due 2020 (CUSIP: 05961G AA8 and P1400A AA2; ISIN: US05961GAA85 and USP1400AAA27) (the "Notes"), from holders thereof (each, a "Holder" and collectively, the "Holders"), upon the terms and subject to the conditions set forth in the Offer to Purchase dated November 30, 2015 (the "Offer to Purchase") and in the related Letter of Transmittal dated November 30, 2015 (the "Letter of Transmittal" and, together with the Offer to Purchase, the "Offer Documents"), which together constitute the Offer (the "Offer"), announced to the market on November 30, 2015.
The Bank hereby announces that on December 11, 2015, at 5:00 p.m. EST (the "Early Tender Date"), it had received valid tenders from Holders of U.S.$37,824,000 in principal amount of Notes.
Pursuant to the Offer Documents, in case of oversubscription, validly tendered Notes will be accepted for purchase on a prorated basis up to the amount of the Tender Cap. In accordance with the Offer Documents, Notes will be accepted for purchase in the proportion of 69.2% of the principal amount of Notes validly tendered (and not validly withdrawn or rejected) by each Holder prior to the Early Tender Date (the "Accepted Notes").
Pursuant to the Offer to Purchase, tendered Notes that, as a result of proration, would result in the return of Notes in principal amounts less than U.S.$100,000 ("Authorized Denominations"), will be rejected in their entirety. In order to allow for the acceptance for purchase of all Accepted Notes, the Bank hereby announces that it has elected to amend the terms of the Offer to allow for the acceptance of any such Notes which would otherwise be rejected because applying the proration procedures thereto would result in their return to their respective Holders in an amount less than the Authorized Denominations.
The Total Consideration (as defined in the Offer to Purchase) payable under the Offer for the Accepted Notes is U.S.$24,000,000. The Accepted Notes represent 16.2% of the principal amount outstanding of Notes as of November 30, 2015.
As a result of the amendment to the Offer set forth above, the Bank hereby announces that it has elected to extend the Withdrawal Date (as defined in the Offer to Purchase) to 5:00 p.m. EST on December 18, 2015. The Bank hereby announces that the Early Settlement Date for the Accepted Notes will be on December 21, 2015.
In accordance with the Offer Documents, the Expiration Date of the Offer is 11:59 p.m. EST on December 28, 2015. No Notes that are validly tendered (and not validly withdrawn or rejected) after the Early Tender Date and prior to the Expiration Date shall be accepted for purchase should the Tender Cap be reached on the Early Settlement Date. Should the Bank accept for purchase any Notes tendered after the Early Tender Date and prior to the Expiration Date, Holders of such tendered Notes shall not be eligible to receive an Early Tender Premium (as defined in the Offer to Purchase).
D. F. King & Co., Inc. is acting as the tender agent (in such capacity, the "Tender Agent") and as the information agent (in such capacity, the "Information Agent") for the Offer. HSBC Securities (USA) Inc. is acting as Dealer Manager for the Offer (the "Dealer Manager").
This press release does not constitute an offer to sell any securities or the solicitation of an offer to buy any securities, nor does it constitute an offer to purchase securities in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such offer under applicable securities or "blue sky" laws.
The Tender Agent and Information Agent for the Offer is:
D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Banks and Brokers call: +1 (212) 269-5550
All others call toll free (U.S. only): +1 (800) 398-1247
By Facsimile Transmission:
(for Eligible Institutions only)
+1 (212) 709-3328
For Confirmation: +1 (212) 493-6940
Any questions or requests for assistance or for additional copies of the Offer to Purchase may be directed to the Information Agent at one of its telephone numbers above. A Holder (or a beneficial owner that is not a Holder) may also contact the Dealer Manager at its telephone number set forth below or its broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offer.
The Dealer Manager for the Offer is:
HSBC Securities (USA) Inc.
452 Fifth Avenue
New York, New York 10018
Attn: Global Liability
Toll Free: +1 (888) HSBC-4LM
Collect: +1 (212) 525-5552
The Offer to Purchase and the Letter of Transmittal shall be available online at www.dfking.com/bancomercantil until the termination of the Offer.
SOURCE Banco Mercantil do Brasil S.A.