Construtora Norberto Odebrecht S.A., Through Its Affiliate Odebrecht Finance Ltd., Announces New Minimum Denomination In Connection With Its Tender Offer For Any And All 7.000% Senior Notes Due 2020
SAO PAULO, Oct. 25, 2012 /PRNewswire/ -- Construtora Norberto Odebrecht S.A. ("CNO"), through its affiliate Odebrecht Finance Ltd. (the "Company"), previously announced that it commenced (i) an offer to purchase for cash (the "2020 Notes Tender Offer") any and all of the Company's outstanding 7.000% Senior Notes due 2020 (the "2020 Notes") and (ii) an offer to purchase for cash (the "2023 Notes Tender Offer" and, together with the 2020 Notes Tender Offer, the "Tender Offers") the Company's outstanding 6.000% Notes due 2023 (the "2023 Notes" and, together with the 2020 Notes, the "Notes") in an aggregate principal amount of up to the amount equal to (x) U.S.$450.0 million less (y) the aggregate principal amount of 2020 Notes accepted for purchase pursuant to the 2020 Notes Tender Offer (the "2023 Notes Maximum Tender Amount"); provided that the 2023 Notes Maximum Tender Amount shall not exceed U.S.$300.0 million.
The Company today announced that it has lowered the minimum denomination in which it will accept tenders of 2020 Notes pursuant to the 2020 Notes Tender Offer from principal amounts equal to U.S.$100,000 and integral multiples of U.S.$1,000 in excess thereof, to principal amounts equal to U.S.$1,000 and integral multiples of $1,000 in excess thereof. Holders of 2020 Notes desiring to tender less than U.S.$100,000 in principal amount of 2020 Notes must tender the entire principal amount of 2020 Notes held by such holder.
There are no other changes to the terms of the Tender Offers, including, with respect to the 2023 Notes, no change to the minimum denomination in which the Company will accept tenders of 2023 Notes.
The terms and conditions of the Tender Offers are described in the Offer to Purchase and Consent Solicitation Statement, dated October 22, 2012, and the related Letter of Transmittal and Consent (together, the "Offer Documents"). Copies of the Offer Documents are available to holders of Notes from D.F. King & Co., Inc., the information agent for the Tender Offers (the "Information Agent"). Requests for copies of the Offer Documents should be directed to the Information Agent at +1 (800) 488-8035 (toll free) or +1 (212) 269-5550 (collect).
The Company reserves the right, in its sole discretion, not to accept any tenders of Notes for any reason. The Company is making the Tender Offers only in those jurisdictions where it is legal to do so.
The Company has retained BB Securities Ltd. ("BB Securities"), BNP Paribas Securities Corp., Banco Bradesco BBI S.A. ("Bradesco BBI"), Citigroup Global Markets Inc. ("Citigroup") and Mitsubishi UFJ Securities (USA), Inc. to act as Dealer Managers and Solicitation Agents in connection with the Tender Offers. Questions regarding the Tender Offers may be directed to BB Securities at + (44) 207 367 5832 (collect), BNP Paribas at +1 (888) 210-4358 (toll free) or +1 (212) 841-3059 (collect), Bradesco BBI at +1 (212) 888-9145 (collect), or Citigroup at +1 (800) 558‑3745 (toll free) or +1 (212)‑723‑6108 (collect).
Neither the Offer Documents nor any related documents have been filed with the U.S. Securities and Exchange Commission, nor have any such documents been filed with or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Offer Documents or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.
This announcement is not an offer to purchase, a solicitation of an offer to purchase. The Tender Offers are being made solely pursuant to the Offer Documents. The Tender Offers are not being made to, nor will the Company accept tenders of Notes from, holders in any jurisdiction in which the Tender Offers or the acceptance thereof would not be in compliance with the securities or blue sky laws of such jurisdiction.
CNO is the largest engineering and construction company in Latin America as measured by 2011 gross revenues. CNO engages in the construction of large-scale infrastructure and other projects, including the construction of highways, railways, power plants, bridges, tunnels, subways, buildings, port facilities, dams, manufacturing and processing plants, as well as mining and industrial facilities. CNO provides a variety of integrated engineering, procurement and construction services to clients in a broad range of industries, both within Brazil and internationally. CNO concentrates its construction activities on infrastructure projects in Brazil and in several international markets, principally in Latin America and Africa, which include projects sponsored by the public and private-sectors, as well as concession-based projects. CNO undertakes projects throughout Brazil, in other Latin American countries (including mainly Venezuela, Peru, Argentina, Panama, Colombia and the Dominican Republic), the United States, Portugal, the United Arab Emirates and certain countries in Africa (mainly Angola).
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains statements that are forward-looking within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Forward-looking statements are only predictions and are not guarantees of future performance. Investors are cautioned that any such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to CNO that may cause the actual results to be materially different from any future results expressed or implied in such forward-looking statements. Although CNO believes that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to CNO's management, CNO cannot guarantee future results or events. CNO expressly disclaims a duty to update any of the forward-looking statements.
SOURCE Construtora Norberto Odebrecht S.A.
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