CCSA Finance Ltd. Announces Preliminary Results for its Tender Offer and Receipt of Requisite Consents in its Consent Solicitation for its 7.875% Notes Due 2016
GRAND CAYMAN, Cayman Islands, March 10 /PRNewswire/ -- CCSA Finance Ltd. (the "Company"), a wholly-owned subsidiary of Camargo Correa S.A., announced today that, pursuant to its previously announced cash tender offer and consent solicitation (the "Offer") for any and all of its 7.875% Notes due 2016 (the "Notes"), holders of $180,648,000 in aggregate principal amount of the Notes, representing 72.3% of the outstanding Notes, had validly tendered and not withdrawn their Notes and delivered the related consents at or prior to 5:00 p.m., New York City time, on March 9, 2010 (the "Consent Payment Deadline"). The Company also announced that it has accepted for purchase and payment (the "Initial Acceptance") all of the Notes that were validly tendered at or prior to the Consent Payment Deadline. Payment for the Notes pursuant to the Initial Acceptance is expected to be made on or about March 19, 2010 (the "Initial Payment Date") as provided in the Offer to Purchase and Consent Solicitation Statement, dated February 23, 2010 (the "Offer to Purchase"). Holders of Notes who tendered their Notes at or prior to the Consent Payment Deadline will receive the total consideration equal to $1,095 for each $1,000 principal amount of Notes validly tendered, which includes a consent payment of $20 for each $1,000 principal amount of Notes, plus any accrued and unpaid interest to, but not including, the Initial Payment Date.
The Company has received the requisite consents to execute a supplemental indenture (the "Supplemental Indenture") to the Indenture, dated as of May 17, 2006, pursuant to which the Notes were issued (the "Indenture"), implementing the Super Majority Consent Modifications relating to the Notes as described in the Offer to Purchase. The Company and the trustee have executed the Supplemental Indenture and the amendments will become operative on the Initial Payment Date. As detailed in the Offer to Purchase, the Supplemental Indenture eliminates substantially all of the restrictive covenants and certain event of default provisions contained in the Indenture, including those relating to the change of control and asset sales.
The Offer is scheduled to expire at 11:59 p.m., New York City time, on March 22, 2010 (the "Expiration Date"). Holders of Notes who tender their Notes after the Consent Payment Deadline, but at or prior to the Expiration Date, will receive, promptly after acceptance by the Company, $1,075 for each $1,000 principal amount of Notes validly tendered, plus accrued and unpaid interest to, but not including, the day of payment for Notes accepted for purchase.
This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of tenders or consents with respect to, any Notes. The Offer is being made solely pursuant to the Offer to Purchase and related transmittal documents.
The Company has retained J.P. Morgan Securities Inc. to serve as sole Dealer Manager and Solicitation Agent and D.F. King & Co., Inc. to serve as Information Agent and Tender Agent for the Offer. Requests for documents may be directed to D.F. King & Co., Inc. by telephone at (800) 848-3416 (toll free) or (212) 269-5550 (collect), or in writing at 48 Wall Street, 22nd Floor, New York, NY 10005. Questions regarding the terms of the Offer should be directed to J.P. Morgan Securities Inc. at (866) 446-5940 (toll free) or (212) 834-4818 (collect), attention: EM Syndicate.
Forward-looking Statements
This press release contains forward-looking statements. 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 and/or Camargo Correa S.A. that may cause the actual results to be materially different from any future results expressed or implied in such forward-looking statements.
Although each of the Company and Camargo Correa S.A. (together, the "Companies") believes that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to the management of the Companies, the Companies cannot guarantee future results or events. The Companies expressly disclaim a duty to update any of the forward-looking statements.
SOURCE CCSA Finance Ltd.
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