Frigorífico Concepción S.A. Announces Successful Results of Consent Solicitation

CONCEPCIÓN, Paraguay, Sept. 29, 2020 /PRNewswire/ -- Frigorífico Concepción S.A. (the "Company") announced today that it has received the Requisite Consents (as defined below) as of 5:00 p.m., New York City time, on September 29, 2020 (the "Expiration Time"), according to Global Bondholder Services Corporation, the Information and Tabulation Agent, for its solicitation of consents (the "Consent Solicitation"), made pursuant to the Consent Solicitation Statement dated September 21, 2020 (the "Consent Solicitation Statement"), for amendments (the "Proposed Amendments") to certain provisions of the Indenture governing the Company's 10.25% Senior Secured Notes due 2025 (the "Notes") and to certain provisions of the Security Trust Agreement, and additional ancillary and consequential amendments to the Indenture and other Transaction Documents (as defined in the Indenture) in order to give effect to the intent of such amendments, as further described in the Consent Solicitation Statement.  The Consent Solicitation expired at the Expiration Time.

The Proposed Amendments required valid consents from holders of not less than 90% in aggregate principal amount of the outstanding Notes (the "Requisite Consents").

The Notes were originally issued on January 29, 2020 in an aggregate principal amount of US$100,000,000. As of the date of the Consent Solicitation Statement, US$100,000,000 in aggregate principal amount of the Notes remained outstanding.  As of the Expiration Time, the approximate percentage of the outstanding principal amount of the Notes for which the Company had received and accepted consents was as follows:

Subject to the satisfaction of the conditions precedent set forth in the Consent Solicitation Statement and the Company's right to terminate the Consent Solicitation for any reason prior to the Effective Time, the Company, the Guarantor, the Trustee, the Local Trustee and the Collateral Agent are intending to execute the Supplemental Indenture, the Amended Security Trust Agreement and any other amendments to the Transaction Documents as required in order to give effect to the intent of the Proposed Amendments.  The Proposed Amendments will not become effective until such documents are executed (the "Effective Time"). The Effective Time is expected to occur within approximately five business days after the Expiration Time.

Promptly after the Effective Time, the consent payment (the "Consent Payment") of US$3.75 in cash per US$1,000 in principal amount of the Notes will be paid to Holders of Notes from whom a consent was validly delivered (and not withdrawn) prior to the Expiration Time, subject to the satisfaction of all conditions of the Consent Solicitation and the Company's right to terminate the Consent Solicitation as described above.

Capitalized terms used but not defined in this communication have the meanings specified in the Consent Solicitation Statement.

This announcement is for informational purposes only and is not a solicitation of consents of any holders of Notes. The solicitation of consents of holders has only been made pursuant to the Consent Solicitation Statement.

Oppenheimer & Co. Inc. is the Solicitation Agent in connection with the Consent Solicitation. Global Bondholder Services Corporation is the Information and Tabulation Agent in connection with the Consent Solicitation.     

NONE OF THE SOLICITATION AGENT, THE TRUSTEE, THE COLLATERAL AGENT, THE INFORMATION AND TABULATION AGENT NOR ANY OF THEIR RESPECTIVE DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS OR REPRESENTATIVES HAS MADE ANY RECOMMENDATION AS TO WHETHER HOLDERS SHOULD HAVE DELIVERED CONSENTS TO THE PROPOSED AMENDMENTS PURSUANT TO THE CONSENT SOLICITATION, AND NO ONE HAS BEEN AUTHORIZED BY ANY OF THEM TO MAKE SUCH A RECOMMENDATION. EACH HOLDER MUST MAKE ITS OWN DECISION AS TO WHETHER TO GIVE A CONSENT.

The Consent Solicitation Statement is available from the Information and Tabulation Agent. The Information and Tabulation Agent for the Consent Solicitation is:

Global Bondholder Services Corporation
65 Broadway – Suite 404
New York, New York 10006
Attn: Corporate Actions
Banks and Brokers call: +1 212 430-3774
Toll free: +1 866-470-4200
By facsimile:
(For Eligible Institutions only):
+1 212 430-3775/3779
Confirmation:
+1 212 430-3774
Email: [email protected]

Any questions regarding the terms of the Consent Solicitation should be directed to the Solicitation Agent or the Information and Tabulation Agent at their respective addresses and telephone numbers set forth on this communication. Requests for additional copies of the Consent Solicitation Statement or any other related documents may also be directed to the Information and Tabulation Agent.

The Solicitation Agent for the Consent Solicitation is:

Oppenheimer & Co. Inc.
85 Broad Street
New York, New York 10004
Attention: Debt Capital Markets
+1 212 667-7424

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Frigorífico Concepción S.A.
Ruta Cnel. Rafael Franco, Camino Aeropuerto Km. 6.5
Concepción
Paraguay

This announcement does not constitute an offer to sell or a solicitation of an offer to buy securities, and there shall be no sale of securities in any jurisdiction in which any offer, solicitation or sale would be unlawful prior to registration or qualification of such securities under the securities laws of any such jurisdiction. This announcement is not an offer for sale of any securities in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Frigorífico Concepción S.A. has not registered and does not intend to register any portion of any offering in the United States or to conduct a public offering of any securities in the United States.

SOURCE Frigorífico Concepción S.A.