SAO PAULO, March 17, 2017 /PRNewswire/ --
BANCO ABC BRASIL S.A.
(incorporated as a corporation ("sociedade por ações") under the laws of the Federative Republic of Brazil)
Offer to Purchase for Cash
Any and All of Banco ABC Brasil S.A.'s Outstanding 7.875% Subordinated Notes due 2020
CUSIP: 05951Y AA1 and P0763M BW0; ISIN: US05951YAA10 and USP0763MBW03)
Banco ABC Brasil S.A. (the "Bank") hereby announces the results its previously announced offer to purchase for cash any and all of its outstanding 7.875% Subordinated Notes due 2020 (CUSIP: 05951Y AA1 and P0763M BW0; ISIN: US05951YAA10 and USP0763MBW03) (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 March 8, 2017 (as it may be amended or supplemented from time to time, the "Offer to Purchase") and in the related Letter of Transmittal dated March 8, 2017 (as it may be amended or supplemented from time to time, the "Letter of Transmittal") and Notice of Guaranteed Delivery dated March 8, 2017 (the "Notice of Guaranteed Delivery" and, together with the Offer to Purchase and the Letter of Transmittal, the "Offer Documents"), which together constitute the Offer (the "Offer").
The Bank hereby announces that as of March 16, 2017, at 5:00 p.m. EST (the "Expiration Time"), it had received valid tenders from Holders of U.S.$201,361,000 in principal amount of Notes, representing 58.46% of the aggregate principal amount of the Notes outstanding, including U.S.$100,000 Notes tendered through the guaranteed delivery procedures. The actual principal amount of Notes received is subject to change based on deliveries under the guaranteed delivery procedures.
Upon the terms and subject to the conditions in the Offer Documents, the Bank will accept for purchase on March 21, 2017 (the "Settlement Date") all Notes validly tendered (and not validly withdrawn or rejected), including Notes delivered in accordance with the guaranteed delivery procedures. Holders that validly tendered their Notes will receive U.S.$1,100 for each U.S.$1,000 principal amount of Notes validly tendered, plus Accrued Interest (as defined in the Offer to Purchase), on the Settlement Date. All Notes purchased by the Bank will be retired and cancelled.
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., Itau BBA USA Securities, Inc. and Santander Investment Securities Inc. are acting as Dealer Managers for the Offer (the "Dealer Managers").
This announcement is for informational purposes only and does not constitute an offer to purchase or a solicitation of an offer to purchase the Notes, nor shall there be any purchase of Notes 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. If the Bank becomes aware of any jurisdiction in which the making of the Offer would not be in compliance with applicable laws, the Bank will make a good faith effort to comply with any such laws. If, after such good faith effort, the Bank cannot comply with any such laws, the Offer will not be made to (nor will tenders of Notes be accepted from or on behalf of) the owners of Notes residing in such jurisdiction.
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 and 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
By Facsimile Transmission:
(for Eligible Institutions only)
+1 (212) 709-3328
For Confirmation: +1 (212) 269-5552
Attention: Andrew Beck
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:
HSBC Securities (USA) Inc.
Itau BBA USA Securities, Inc.
Santander Investment Securities Inc.
452 Fifth Avenue
New York, New York 10018
Attn: Global Liability
Toll Free: +1 (888) HSBC-4LM
Collect: +1 (212) 525-5552
767 Fifth Avenue, 50th floor
New York, New York 10153
Attn: Syndicate Desk
Toll-Free: +1 (888) 770-4828
45 E 53rd Street
New York, New York 10022
Attn: Liability Management Group
Toll Free: +1 (855) 404-3636
Collect: +1 (212) 940-1442
The Offer to Purchase, the Letter of Transmittal and the Notice of Guaranteed Delivery shall be available online at www.dfking.com/bancoabc until the consummation or termination of the Offer.
To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/banco-abc-brasil-sa-announces-the-results-of-the-tender-offer-for-its-7875-subordinated-notes-due-2020-300425439.html
SOURCE Banco ABC Brasil S.A.