SAO PAULO, Oct. 20, 2015 /PRNewswire/ --
BANCO ABC BRASIL S.A.
(incorporated as a corporation ("sociedade por acoes") under the laws of the Federative Republic of Brazil)
Offer to Purchase for Cash
Up to U.S.$100,000,000 of Banco ABC Brasil S.A.'s Outstanding 7.875% Subordinated Notes due 2020
(CUSIP: 05951Y AA1 and P0763M BWO; ISIN: US05951YAA10 and USP0763MBW03)
Banco ABC Brasil S.A. (the "Bank") hereby announces the early tender results of, and the extension of the Early Tender Premium (as defined in the Offer to Purchase) for, its offer to purchase for cash for up to U.S.$100,000,000 (the "Tender Cap") of its outstanding 7.875% Subordinated Notes due 2020 (CUSIP: 05951Y AA1 and P0763M BWO; ISIN: US05951YAA10 and USP0763MBW03) (the "Notes"), from holders thereof (each, a "Holder" and collectively, the "Holders"), at the price and upon the terms and subject to the conditions set forth in the Offer to Purchase dated October 5, 2015 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and in the related Letter of Transmittal dated October 5, 2015 (as it may be amended or supplemented from time to time, 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 October 5, 2015.
The Bank hereby announces that as of October 19, 2015, at 5:00 p.m. EST (the "Early Tender Date"), it had received valid tenders from Holders of U.S.$35,297,000 in principal amount of Notes.
The Bank further announces that it has decided to amend the payment terms of the Offer so that Holders who validly tender their Notes after the Early Tender Date but on or prior to the Expiration Date (as defined in the Offer to Purchase) will be eligible to receive the Total Consideration (being the Early Tender Premium and the Purchase Price) on the Final Settlement Date (as defined in the Offer to Purchase).
The Bank will accept for purchase on the Early Settlement Date (as defined below) all Notes validly tendered (and not validly withdrawn or rejected) prior to the Early Tender Date (the "Accepted Notes"). The Total Consideration (as defined in the Offer to Purchase) payable under the Offer for the Accepted Notes is U.S.$31,061,360. The Accepted Notes represent 8.82% of the principal amount outstanding of Notes as of October 5, 2015.
In accordance with the Offer Documents, the Early Settlement Date for Notes validly tendered and accepted for purchase shall be on October 21, 2015 (the "Early Settlement Date").
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. Merrill Lynch, Pierce, Fenner & Smith Incorporated, HSBC Securities (USA) Inc. and Itau BBA USA Securities, Inc., are acting as Dealer Managers for the Offer (the "Dealer Managers").
This announcement 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.
This announcement has been issued by and is the sole responsibility of the Bank. In accordance with normal practice, the Dealer Managers express no opinion on the merits of the Offer, nor do they accept any responsibility for the accuracy or completeness of this announcement or any other document prepared in connection with the Offer.
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 (877) 536-1561
Email: [email protected]
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 Managers at their respective telephone numbers set forth below or its broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offer.
The Dealer Managers for the Offer are:
Merrill Lynch, Pierce, Fenner &
HSBC Securities (USA) Inc.
Itau BBA USA Securities, Inc.
One Bryant Park,
New York, New York 10036
Attn: Debt Advisory
Toll Free: + 1 (888) 292-0070
452 Fifth Avenue
New York, New York 10018
Attn: Global Liability
Toll Free: +1 (888) HSBC-4LM
Collect: +1 (212) 525-5552
767 5th Avenue, 50th floor
New York, New York 10022
Attn: Syndicate Desk
Toll Free: +1 (888) 770-4828
The Offer to Purchase and the Letter of Transmittal shall be available online at www.dfking.com/bancoabc until the consummation or termination of the Offer.
SOURCE Banco ABC Brasil S.A.