CCSA Finance Ltd. Announces Results for its Tender Offer and Consent Solicitation for its 7.875% Notes Due 2016
GRAND CAYMAN, Cayman Islands, March 23 /PRNewswire/ -- CCSA Finance Ltd. (the "Company"), a wholly-owned subsidiary of Camargo Correa S.A., announced today the results of its cash tender offer and consent solicitation (the "Offer") for any and all of its 7.875% Notes due 2016 (the "Notes"). The Offer was conducted pursuant to the Offer to Purchase and Consent Solicitation Statement, dated February 23, 2010 (the "Offer to Purchase"). The Offer expired at 11:59 p.m., New York City time, on March 22, 2010 (the "Expiration Date").
The Company has been advised that, as of 11:59 p.m., New York City time, on the Expiration Date, of the US$250,000,000 in aggregate principal amount of Notes outstanding, US$181,923,000 in aggregate principal amount had been validly tendered and not validly withdrawn pursuant to the Offer, including US$180,648,000 in aggregate principal amount, or approximately 72%, of the outstanding Notes that were tendered and not withdrawn as of 5:00 p.m., New York City time, on March 9, 2010 (the "Consent Payment Deadline"). The Company has accepted for purchase all Notes validly tendered and not validly withdrawn pursuant to the Offer.
The Company 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 became operative on March 19, 2010. 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.
Holders of Notes who tendered their Notes after the Consent Payment Deadline, but at or prior to the Expiration Date, will receive $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. The Company expects to make payment to the Holders of Notes who tendered their Notes after the Consent Payment Deadline, but at or prior to the Expiration Date, on or about March 25, 2010.
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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