SÃO PAULO, April 2, 2019 /PRNewswire/ -- Klabin Finance, a public limited liability company (société anonyme) organized and existing under the laws of the Grand Duchy of Luxembourg (the "Offeror"), announced today the expiration and results of its tender offer to purchase for cash (the "Tender Offer") any and all of its outstanding 5.250% Notes due 2024 (the "Notes"), guaranteed by Klabin S.A., a corporation (sociedade anônima) organized under the laws of the Federative Republic of Brazil (the "Guarantor").
The Tender Offer expired at 5:00 p.m., New York City time, on April 1, 2019 (the "Expiration Date").
The Offeror has been advised that, as of the publication of this notice, U.S.$228,538,000 in aggregate principal amount of the Notes, representing approximately 45.71% of the aggregate outstanding principal amount of the Notes, have been validly tendered (and not validly withdrawn) pursuant to the Tender Offer. The Offeror has accepted for purchase all of the Notes that were validly tendered (and not validly withdrawn) prior to the publication of this notice. The Tender Offer is expected to settle on April 4, 2019 (the "Payment Date"). Holders of the Notes that were validly tendered (and not validly withdrawn) prior to the publication of this notice will receive U.S.$1,031.25 for each U.S.$1,000 principal amount of Notes validly tendered (and not validly withdrawn) and accepted for purchase, plus accrued and unpaid interest, if any, on the Notes accepted for purchase from and including the last interest payment date preceding the Payment Date to, but not including, the Payment Date.
The Tender Offer was conducted on the terms, and subject to the conditions, set forth in the Offer to Purchase, dated March 26, 2019, and the related Notice of Guaranteed Delivery (together, the "Offer Documents"). Copies of the Offer Documents are available to holders of Notes from D.F. King & Co., Inc., the information and tender agent for the Tender Offer, at +1 (800) 870-0653 (toll free), +1 (212) 269-5550 (collect), e-mail: email@example.com and www.dfking.com/klabin.
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Banco Bradesco BBI S.A., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Itau BBA USA Securities, Inc. and Santander Investment Securities Inc. have been engaged to act as dealer managers (the "Dealer Managers") in connection with the Tender Offer. Questions regarding the Tender Offer may be directed to Merrill Lynch, Pierce, Fenner & Smith Incorporated at +1 (888) 292-0070 (toll free) or +1 (646) 855-8988 (collect), Banco Bradesco BBI S.A. at +1 (646) 432-6643 (collect), Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll free) or +1 (212) 723-6106 (collect), HSBC Securities (USA) Inc. at (888) HSBC-4LM (toll free) or +1 (212) 525-5552 (collect), Itau BBA USA Securities, Inc. at (888) 770-4828 (toll free) or 1 (212) 710-6749 (collect) or Santander Investment Securities Inc. at +1 (855) 404-3636 (toll free) or +1 (212) 940-1442 (collect).
Neither the Offer Documents nor any related documents have been filed with the U.S. Securities and Exchange Commission, nor have any such documents been filed with 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 related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.
This announcement is not an offer to sell, or a solicitation of an offer to buy, any Notes. The Tender Offer was made solely by the Offeror pursuant to the Offer Documents. The Tender Offer was not made to, nor has the Offeror accepted tenders of Notes from, holders in any jurisdiction in which the Tender Offer or the acceptance thereof would not be in compliance with the securities or blue sky laws of such jurisdiction.
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 Offeror that may cause the actual results to be materially different from any future results expressed or implied in such forward-looking statements. Although the Offeror believes that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available, the Offeror cannot guarantee future results or events. The Offeror expressly disclaims a duty to update any of the forward-looking statements.
SOURCE Klabin Finance