CYDSA ANNOUNCES EXTENSION OF EARLY TENDER TIME FOR MODIFIED DUTCH AUCTION TENDER OFFER FOR ITS OUTSTANDING 6.250% SENIOR NOTES DUE 2027
SAN PEDRO GARZA GARCIA, Mexico, April 20, 2022 /PRNewswire/ -- Cydsa, S.A.B. de C.V. ("Cydsa") (BMV: CYDSASA) today announced that it has extended the early tender time for its previously announced "modified Dutch Auction" tender offer (the "Tender Offer") relating to its 6.250% Senior Notes due 2027 (the "Notes"). The Tender Offer is being made pursuant to the terms of an Offer to Purchase dated April 6, 2022 (as may be amended or supplemented from time to time, the "Offer to Purchase"), and is subject to certain conditions.
The previously announced early tender time of 5:00 p.m., New York City time, on April 19, 2022, has been extended to 5:00 p.m., New York City time, on April 22, 2022 (as so extended, the "Revised Early Tender Time"). All other terms, provisions and conditions of the Tender Offer will remain in full force and effect, it being understood that references to the "Early Tender Time" in the Offer to Purchase shall mean the Revised Early Tender Time, including, for the avoidance of doubt for the purpose of determining the Clearing Price (as defined in the Offer to Purchase). Cydsa will announce the Clearing Price, the Total Consideration, the Tender Offer Consideration and to the extent applicable, the expected date of the Early Settlement Date (each, as defined in the Offer to Purchase), for the Tender Offer by no later than 9:00 a.m., New York City time, or as soon as practical thereafter, on the first business day after the Revised Early Tender Time, by means of issuing a press release or using such other means of announcement as it deems appropriate.
The Tender Offer will expire at 11:59 p.m., New York City time, on May 3, 2022, unless extended or earlier terminated by Cydsa in its sole discretion (such time and date, as the same may be extended, the "Expiration Time"). The previously announced withdrawal deadline for the Tender Offer of 5:00 p.m., New York City time, on April 19, 2022, has passed and tendered Notes can no longer be withdrawn.
Cydsa's obligation to accept for purchase, and to pay for, any Notes validly tendered pursuant to the Tender Offer is conditioned upon the satisfaction or, when applicable, waiver of certain customary conditions, which are more fully described in the Offer to Purchase, including, among others, a financing condition as described in the Offer to Purchase.
Goldman Sachs & Co. LLC and Scotia Capital (USA) Inc. are acting as the dealer managers for the Tender Offer and can be contacted with questions regarding the Tender Offer at the following telephone numbers: Goldman Sachs & Co. LLC: +1 (800) 828-3182 (toll-free) and +1 (212) 357-1452 (collect); and Scotia Capital (USA) Inc.: +1 (212) 225-5501 (collect).
Neither the Offer to Purchase 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 to Purchase or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.
The Tender Offer is being made solely on the terms and conditions set forth in the Offer to Purchase. Under no circumstances shall this press release constitute an offer to buy or the solicitation of an offer to sell the Notes or any other securities of Cydsa or any of its affiliates. The Tender Offer is not being made to, nor will Cydsa accept tenders of Notes from, holders in any jurisdiction in which the Tender Offer would not be in compliance with the securities laws of such jurisdiction. No recommendation is made as to whether holders should tender their Notes with respect to the Notes. Holders should carefully read the Offer to Purchase because it contains important information, including the various terms and conditions of the Tender Offer.
About Cydsa
Cydsa is a Mexico-based holding company, headquartered in San Pedro Garza Garcia, Nuevo Leon, operating through subsidiaries located in nine cities throughout Mexico, engaged in the industrial sector. Since the incorporation of the company in 1945, Cydsa has grown into a diversified company and Cydsa's current products and services range from edible salt to specialty chemicals for diverse industries to clean energy alternatives and hydrocarbon storage. Cydsa sells over 100 different products in more than 15 countries, including Mexico, the United States, Canada, Central America, South America and Europe. As part of Cydsa's strategy, it offers the first system in Mexico and Latin America dedicated to processing and underground storage of hydrocarbons in salt caverns, offering clean, efficient and safe storage of hydrocarbons, while helping reduce the hydrocarbon storage deficit in Mexico. Cydsa currently operates through its chemical manufacturing and specialties business group and its energy processing and logistics business group.
Cautionary Note Regarding Forward-Looking Statements
This press release contains certain forward-looking statements. Statements that are not historical facts, including statements about Cydsa's perspectives and expectations, are forward-looking statements. All statements that express belief, expectation, estimates or intentions, as well as those that are not statements of historical facts, are forward-looking statements. Such statements use forward-looking words such as "proposed," "anticipate," "project," "potential," "could," "should," "continue," "estimate," "expect," "may," "believe," "will," "plan," "seek," "outlook" and other similar expressions that are intended to identify forward-looking statements, although some forward-looking statements are expressed differently. Cydsa cautions you not to place undue reliance on any forward-looking statements, which speak only as of the date made. Although the expectations in the forward-looking statements are based on Cydsa's current beliefs and expectations, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date hereof. Except as required by federal and state securities laws, Cydsa undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or any other reason.
Contact: |
Oscar Abundio Casas Kirchner |
Corporate Finance Director |
|
+52 (81) 8152-4500 |
SOURCE Cydsa, S.A.B. de C.V.
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