BELO HORIZONTE, Brazil, Dec. 23, 2016 /PRNewswire/ -- Usinas Siderúrgicas de Minas Gerais S.A.—USIMINAS, a company incorporated with limited liability under the laws of the Federative Republic of Brazil (the "Company"), and its subsidiary Usiminas Commercial Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the "Issuer"), announced today that they have further extended the expiration date for the solicitation of consents (the "Consent Solicitation") from holders of the Issuer's 7.25% Notes due 2018, unconditionally and irrevocably guaranteed by the Company, and originally issued in the aggregate principal amount of US$400,000,000 (the "Notes") (CUSIP: 91732BAA7; G93085AA9), which is being conducted pursuant to terms contained in the consent solicitation statement dated December 1, 2016 (the "Consent Solicitation Statement"). The Consent Solicitation was originally set to expire at 11:59 p.m. on December 15, 2016, but had been extended until 11:59 p.m., New York Time, on December 23, 2016 by means of a press release issued by the Company on December 16, 2016. The Company hereby announces that the Consent Solicitation will now be open for the receipt of consents until 11:59 p.m., New York Time, on January 12, 2017 (the "Further Amended Consent Date"). All references in the Consent Solicitation Statement to the Consent Date shall now be deemed to be references to the Further Amended Consent Date.
The Company is undertaking the Consent Solicitation to temporarily waive, until June 30, 2017, the Company's past noncompliance with the negative pledge covenant set forth in the indenture governing the Notes resulting from the perfection of security interests over the collateral granted to certain Brazilian bank lenders and debenture holders in the context of the renegotiation of the Company's indebtedness, as more fully described in the Consent Solicitation Statement. As of 5:00 p.m. on December 23, 2016, the Company had obtained consents from the holders of 48.65% of the aggregate outstanding principal amount of the Notes.
Any holder of Notes who has previously delivered a consent pursuant to the Consent Solicitation Statement does not need to redeliver such consent or take any other action. Any holder of Notes who has not yet delivered a consent should follow the instructions set forth in the Consent Solicitation Statement, and may use the previously distributed consent form for purposes of delivering its consent.
Except as described in this press release, all other terms described in the Consent Solicitation Statement remain unchanged. Holders of the Notes are urged to review the Consent Solicitation Statement and the related consent form for the detailed terms of the Consent Solicitation and the procedures for providing consent.
The Consent Solicitation is being made solely on the terms and subject to the conditions set forth in the Consent Solicitation Statement. The Company may, in its sole discretion, terminate, further extend or amend the Consent Solicitation at any time, as described in the Consent Solicitation Statement.
Questions concerning the terms of the Consent Solicitation should be directed to BofA Merrill Lynch at (888) 292-0070 (toll-free) or (646) 855-8988 (collect). BofA Merrill Lynch is the Solicitation Agent for the Consent Solicitation (the "Solicitation Agent"). Requests for assistance in completing and delivering a consent form or requests for additional copies of the Consent Solicitation Statement, the consent form or other related documents should be directed to D.F. King & Co., Inc. (the "Information Agent"), at (212) 269-5550 (collect) or (877) 478-5045 (toll-free) or in writing at 48 Wall Street, 22nd Floor, New York, New York 10005.
This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy any security. This announcement must be read in conjunction with the Consent Solicitation Statement and related consent form. None of the Company, the Issuer, the Trustee, the Solicitation Agent, the Information Agent or the Tabulation Agent make any recommendation as to whether or not holders of the Notes should provide consents to the waiver pursuant to the Consent Solicitation. Holders of the Notes should not construe the contents of this press release, the Consent Solicitation Statement or any related materials as legal, business or tax advice. Each holder of the Notes should consult its own attorney, business advisor and tax advisor as to legal, business, tax and related matters concerning the Consent Solicitation.
The Consent Solicitation is not being made to, and consents will not be accepted from or on behalf of, a holder of the Notes in any jurisdiction in which the making of the Consent Solicitation or the acceptance thereof would not be in compliance with the laws of such jurisdiction. However, the Company and the Issuer may in their sole discretion take such action as they may deem necessary to lawfully make the Consent Solicitation in any such jurisdiction and to extend the Consent Solicitation to any holder of the Notes in such jurisdiction.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act. Forward-looking statements involve uncertainties, risks and assumptions, since these statements include information concerning Usiminas' possible or assumed future plans and intentions, including the launching of an exchange offer, results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities, the effects of future regulation and the effects of competition. Forward-looking statements speak only as of the date they were made, and Usiminas undertakes no obligation to update publicly or to revise any forward-looking statements after it publishes this notice because of new information, future events or other factors. In light of the risks and uncertainties described above, the forward-looking events and circumstances discussed in this notice might not occur and are not guarantees of future performance. Usiminas' actual results, plans and performance could differ substantially from those anticipated in its forward-looking statements, including those set forth in the Consent Solicitation Statement.
Usinas Siderúrgicas de Minas Gerais S.A.—USIMINAS is one of the largest Brazilian steelmakers, with complementary operations in the mining and logistics, capital goods, steelmaking and steel transformation industries. Usiminas is headquartered at Rua Professor José Vieira de Mendonça, 3011, Bairro Engenho Nogueira – Belo Horizonte, MG, Brazil. For more information, please visit www.usiminas.com.br.
Investor Relations Department–USIMINAS
R. Prof. José Vieira de Mendonça, 3011 – 5º andar
Bairro Engenho Nogueira – Belo Horizonte/MG
ZIP Code 31310-260
Cristina Morgan Cavalcanti
Head of Investor Relations–USIMINAS
Phone: +55 (31) 3499-8856
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SOURCE Usinas Siderurgicas de Minas Gerais S.A.-USIMINAS