SÃO PAULO, July 9, 2020 /PRNewswire/ -- InterCement Financial Operations B.V. (the "Issuer"), a wholly-owned subsidiary of InterCement Participações S.A. (the "Company" or "our"), announced today that it is extending the early expiration deadline for its previously announced private exchange offer (the "Exchange Offer") for any and all of its 5.750% Senior Notes due 2024 (the "Existing Notes") for its newly issued 7.000%/8.500% Senior Secured PIK Toggle Notes due 2027 (the "New Notes").
The Early Expiration Deadline for the Exchange Offer has been extended to 11:59 p.m., New York City time, on July 22, 2020 (the "Early Expiration Deadline"). Other than the extension of the Early Expiration Deadline, the terms of the Exchange Offer described in the Exchange Offer Memorandum (as defined below) remain unchanged. Holders of Existing Notes who have already validly tendered their Existing Notes and delivered their related consents need not take any additional action in order to re-tender their Existing Notes and re-deliver their related consents.
The Exchange Offer and the Consent Solicitation are being made pursuant to an Exchange Offer Memorandum and Consent Solicitation Statement, dated June 24, 2020, as amended by this press release dated July 9, 2020 (as so amended and as may be further amended or supplemented from time to time, the "Exchange Offer Memorandum"), which sets forth a more detailed description of the terms and conditions of the Exchange Offer and the Consent Solicitation. Capitalized terms used but not otherwise defined in this press release have the meanings ascribed to them in the Exchange Offer Memorandum. The Company may, in its sole discretion, terminate, further extend or amend the Exchange Offer at any time as described in the Exchange Offer Memorandum.
Tenders of Existing Notes may be withdrawn at any time prior to the Effective Time. A valid withdrawal of tendered Existing Notes prior to the Effective Time will constitute the concurrent valid revocation of a holder's related Consent.The New Notes have not been registered under the Securities Act or any state securities laws. Accordingly, the New Notes will be subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under the Securities Act and other applicable securities laws, pursuant to registration or exemption therefrom.
This press release is neither an offer to sell nor the solicitation of an offer to buy any security. This press release is also not a solicitation of any consent to the proposed amendments to the Existing Notes Indenture. The Exchange Offer and Consent Solicitation is being made solely pursuant to the Exchange Offer Memorandum. No recommendation is made as to whether the holders of Existing Notes should tender their Existing Notes for exchange and deliver their consents in the Exchange Offer and Consent Solicitation.
D.F. King & Co., Inc. has been appointed as the information agent and the exchange agent for the Exchange Offer and Consent Solicitation. Holders may contact the information agent to request the eligibility letter at (212) 269-5550 or toll free at (800) 370-1749. The website for the Exchange Offer and Consent Solicitation is www.dfking.com/intercement.
Morgan Stanley & Co. LLC, BB Securities Limited, Banco Bradesco BBI S.A. and Itau BBA USA Securities, Inc. have been engaged to act as dealer managers and solicitation agents in connection with the Exchange Offer and Consent Solicitation. Questions regarding the Exchange Offer and Consent Solicitation may be directed to Morgan Stanley & Co. LLC at +1 (800) 624-1808 (toll free) or +1 (212) 761-1057 (collect), BB Securities Limited at +44 (20) 7367-5800, Banco Bradesco BBI S.A. at +55 11 3847-5792 and Itau BBA Securities LLC +1 (212) 710-6781/6799.
NOTICE 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 the Company that may cause the actual results to be materially different from any future results expressed or implied in such forward-looking statements. Although the Company believes that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to the Company's management, the Company cannot guarantee future results or events. The Company expressly disclaims a duty to update any of the forward-looking statements.
SOURCE InterCement Financial Operations B.V.