GRUPO IDESA, S.A. DE C.V. ANNOUNCES CASH TENDER OFFER TO PURCHASE ITS OUTSTANDING 6.500% SENIOR NOTES DUE 2028

MEXICO CITY, July 24, 2024 /PRNewswire/ -- Grupo IDESA, S.A. de C.V. (the "Company") announces that it has commenced an offer to purchase for cash (the "Tender Offer") its outstanding 6.500% Notes due 2028 (the "Securities") on the terms and subject to the conditions set forth in the offer to purchase, dated July 24, 2024 (the "Offer to Purchase") and the related notice of guaranteed delivery (the "Notice of Guaranteed Delivery" and, together with the Offer to Purchase, the "Offer Documents").  Capitalized terms used but not defined in this press release have the meaning set forth in the Offer to Purchase.

The following table sets forth the material pricing terms of the Tender Offer:

Expiration and Settlement

The Tender Offer will expire at 5:00 p.m. (New York City time) on July 30, 2024, unless extended (such date and time, as the same may be extended, the "Expiration Date").  Securities validly tendered may be withdrawn at any time at or prior to 5:00 p.m. (New York City time) on July 30, 2024, unless extended, but not thereafter.  The settlement date of the Tender Offer will be promptly following the Expiration Date, expected to be no later than four business days following the Expiration Date, or August 5, 2024, unless extended (such date, as the same may be extended, the "Settlement Date").

Consideration

Holders who (i) validly tender their Securities on or prior to the Expiration Date or (ii) deliver a properly completed and duly executed Notice of Guaranteed Delivery and all other required documents at or prior to the Expiration Date and tender their Tender Securities at or prior to 5:00 p.m. (New York City time) on the second business day after the Expiration Date, which is expected to be August 1, 2024, will be eligible to receive US$800 for each US$1,000 principal amount of Securities (the "Tender Consideration").

In addition to the Tender Consideration, Holders whose Securities are accepted for purchase will be paid the accrued and unpaid interest on such Securities to, but not including, the Settlement Date (the "Accrued Coupon Payment"), together with any additional interest.  The Tender Consideration and the Accrued Coupon Payment will be payable in cash.  Interest will cease to accrue on the Settlement Date for all Tender Securities purchased in the Tender Offer.

Conditions and Waiver

The Company's obligation to accept for purchase, and to pay for, any Securities validly tendered pursuant to the Tender Offer, is conditioned upon (i) the satisfaction of certain customary conditions as described in the Offer to Purchase and (ii) the entry by the Company prior to the Expiration Date into a credit facility with Banco Inbursa, S.A., Institución de Banca Múltiple, Grupo Financiero Inbursa, on terms and conditions reasonably satisfactory to the Company, yielding net proceeds to the Company sufficient to fund the aggregate Tender Consideration and Accrued Coupon Payment, together with any additional interest thereon, due to Holders of the Securities tendered in the Tender Offer.  The Company reserves the right, in its sole discretion, to waive any and all conditions of the Tender Offer.  The Offer is not conditioned on any minimum amount of Notes being tendered.

Subject to applicable law, the Tender Offer may be amended, extended or, upon failure of a condition to be satisfied or waived prior to the Expiration Date or Settlement Date, as the case may be, terminated.  If the Company terminates the Tender Offer, it will give prompt notice to the Tender Agent and all Securities tendered will be returned promptly to the tendering Holders thereof.  With effect from such termination, any Securities blocked in DTC will be released.

Holders are advised to check with any bank, securities broker or other intermediary through which they hold Securities as to when such intermediary would need to receive instructions from such Holder in order for that Holder to be able to participate in, or withdraw their instruction to participate in, a Tender Offer, before the deadlines specified herein and in the Offer Documents.  The deadlines set by any such intermediary and DTC for the submission and withdrawal of tender instructions will also be earlier than the relevant deadlines specified herein and in the Offer Documents.

The Tender Agent and Information Agent

Global Bondholder Services Corporation will act as the tender agent (the "Tender Agent") and information agent (the "Information Agent") for the Tender Offer. 

Requests for additional copies of the Offer Documents may be directed to Global Bondholder Services Corporation at +1 (855) 654-2015 (toll-free) or +1 (212) 430-3774 (collect).  The Offer Documents can be accessed at the following link: https://www.gbsc-usa.com/idesa/.

Disclaimer

This press release is for informational purposes only and does not constitute an offer to purchase or sell or the solicitation of an offer to sell or purchase any securities, nor shall there be any offer, solicitation or sale of any securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful.

The Tender Offer is being made solely pursuant to the Offer Documents.  The Offer Documents have not been filed with, and have not been approved 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 other documents related to the Tender Offer. Any representation to the contrary is unlawful and may be a criminal offense.  The Tender Offer is not being made to holders of Tender Securities in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of the Company or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

THE INFORMATION CONTAINED HEREIN AND IN THE OFFER TO PURCHASE DOES NOT CONSTITUTE AN OFFER OR INVITATION IN MEXICAN TERRITORY. THIS PRESS RELEASE AND ANY INFORMATION ISSUED BY THE COMPANY ON THE TERMS OF THIS OFFER TO PURCHASE IS SOLELY OUR RESPONSIBILITY AND HAS NOT BEEN REVIEWED OR AUTHORIZED BY THE MEXICAN NATIONAL BANKING AND SECURITIES COMMISSION (COMISIÓN NACIONAL BANCARIA Y DE VALORES).  THE TENDER OFFER WILL BE MADE UNDER THE RESPONSIBILITY OF EACH HOLDER.  THE TERMS AND CONDITIONS OF THE OFFER TO PURCHASE WILL BE NOTIFIED TO THE CNBV FOR INFORMATIONAL PURPOSES ONLY AND SUCH NOTICE DOES NOT CONSTITUTE A CERTIFICATION AS TO THE SECURITIES OR THE SOLVENCY OF THE COMPANY.

Forward-Looking Statements

This press release contains forward-looking statements.  Forward-looking statements are information of a non-historical nature or which relate to future events and are subject to risks and uncertainties.  No assurance can be given that the transactions described herein will be consummated or as to the ultimate terms of any such transactions.  The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

Media Contact:
Jesus Granillo Rodríguez
T: +52 (55) 2789-2200
E: [email protected]

SOURCE Grupo IDESA, S.A. de C.V.