SAO PAULO, Oct. 13, 2015 /PRNewswire/ --
BANCO DO ESTADO DO RIO GRANDE DO SUL S.A.
(incorporated in the Federative Republic of Brazil)
Offer to Purchase for Cash
Up to U.S.$275,000,000 of Banco do Estado do Rio Grande do Sul S.A.'s Outstanding 7.375% Subordinated Notes due 2022
(CUSIP: 05965B AA5 and P12445 AA3; ISIN: US05965BAA52 and USP12445AA33)
Banco do Estado do Rio Grande do Sul S.A. (the "Bank") hereby announces the final results of its offer to purchase for cash up to U.S.$275,000,000 (the "Tender Cap") of its outstanding 7.375% Subordinated Notes due 2022 (CUSIP: 05965BAA5 and P12445AA3; ISIN: US05965BAA52 and USP12445AA33) (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 September 14, 2015 (the "Offer to Purchase") and in the related Letter of Transmittal dated September 14, 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 September 14, 2015.
As of September 25, 2015, at 5:00 p.m. EDT (the "Early Tender Date"), the Bank had received valid tenders from Holders of U.S.$248,960,000 in principal amount of Notes. The Bank accepted for purchase on the Early Settlement Date (as defined in the Offer to Purchase) all Notes validly tendered (and not validly withdrawn or rejected) as of the Early Tender Date (the "Accepted Early Tender Notes"). The Total Consideration (as defined in the Offer to Purchase) payable under the Offer for the Accepted Early Tender Notes was U.S.$199,168,000. The Accepted Early Tender Notes represent 32.12% of the principal amount outstanding of Notes as of September 14, 2015.
The Bank hereby announces that after the Early Tender Date and before October 9, 2015, at 11:59 p.m. EDT (the "Expiration Date") it had received valid tenders from Holders of U.S.$2,855,000 in principal amount of Notes. The Bank will accept for purchase on the Final Settlement Date (as defined below) all Notes validly tendered (and not validly withdrawn or rejected) after the Early Tender Date and before the Expiration Date (the "Accepted Notes"). The Purchase Price (as defined in the Offer to Purchase) payable under the Offer for the Accepted Notes is U.S.$2,198,350. The Accepted Notes represent 0.37% of the principal amount outstanding of Notes as of September 14, 2015.
In accordance with the Offer Documents, the Final Settlement Date for Notes validly tendered and accepted for purchase shall be on October 15, 2015 (the "Final Settlement Date").
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. Deutsche Bank Securities Inc. acted as Dealer Manager for the Offer (the "Dealer Manager").
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) 283-0320
Email: [email protected]
By Facsimile Transmission:
(for Eligible Institutions only)
+1 (212) 709-3328
For Confirmation: +1 (212) 493-6940
The Dealer Manager for the Offer is:
Deutsche Bank Securities Inc.
60 Wall Street
New York, New York 10005
Attention: Liability Management Group
Collect: (212) 250-7527
U.S. Toll Free: (855) 287-1922
The Offer to Purchase and the Letter of Transmittal shall be available online at www.dfking.com/banrisul until the consummation or termination of the Offer.
SOURCE Banco do Estado do Rio Grande do Sul S.A.