BELO HORIZONTE, Brazil, Dec. 29, 2015 /PRNewswire/ -- Banco Mercantil do Brasil S.A. (the "Bank") hereby announces the final 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.
By December 11, 2015, at 5:00 p.m. EST (the "Early Tender Date"), the Bank 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 would be accepted for purchase on a prorated basis up to the amount of the Tender Cap. In accordance with the Offer Documents, Notes were accepted for purchase in the proportion of 69.2% of the principal amount of Notes validly tendered (and not validly withdrawn or rejected) by each Holder prior to the Early Tender Date.
Pursuant to the Offer to Purchase, tendered Notes that, as a result of proration, would have resulted in the return of Notes in principal amounts less than U.S.$100,000 ("Authorized Denominations"), would be rejected in their entirety. On December 14, 2015, the Bank announced that it had elected to amend the terms of the Offer to allow for the acceptance of any such Notes which would otherwise have been 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 Bank hereby announces that, because the Tender Offer was fully subscribed as of the Early Tender Date, the Bank will not be accepting for purchase any Notes not already purchased on the Early Settlement Date. Any Notes tendered pursuant to the Tender Offer but not accepted for purchase by the Bank on the Early Settlement Date will be promptly returned to Holders.
D. F. King & Co., Inc. acted 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. acted 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
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.