JBS USA Lux S.A. Announces Upsizing And Pricing Of Its $1.25 Billion Senior Notes Offering

GREELEY, Colo., July 23, 2019 /PRNewswire/ -- JBS USA Lux S.A. ("JBS USA") today announced that it, JBS USA Food Company and JBS USA Finance, Inc. have successfully priced at par their offering of $1.25 billion aggregate principal amount of senior notes maturing January 15, 2030 (the "Notes").  The Notes have an interest rate of 5.50%.  The aggregate principal amount of Notes offered was increased from $1.0 billion.  The offering is expected to close on August 6, 2019, subject to customary closing conditions.   

JBS USA intends to use the net proceeds from this offering to make an intercompany loan to JBS S.A ("JBS").  JBS intends to use the proceeds from the intercompany loan to pay (1) the tender consideration for any and all of the 7.250% Senior Notes due 2024 (the "JBS S.A. 2024 Notes") and up to $350.0 million of the 6.250% Senior Notes due 2023 (the "JBS S.A. 2023 Notes"; and together with the JBS S.A. 2024 Notes, the "Tendered Notes"), issued by JBS Investments GmbH, tendered in connection with an offer to purchase and consent solicitation that was announced separately today and (2) the redemption price in connection with any redemption of the JBS S.A. 2024 Notes that remain outstanding. JBS is expected to use the remaining proceeds of the intercompany loan for general corporate purposes, including the repayment of certain debt. 

This press release is neither an offer to purchase nor a solicitation of an offer to sell or buy the Notes or the Tendered Notes. Any offer to purchase the Tendered Notes will be made solely on the terms and subject to the conditions set forth in a separate offer to purchase and consent solicitation that will be directed to holders of the Tendered Notes. There shall not be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

The Notes and the guarantees will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, any U.S. persons (as defined in Regulation S of the Securities Act) absent registration under the Securities Act, or pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The Notes will be offered only to "qualified institutional buyers" under Rule 144A of the Securities Act or, outside the United States, to persons other than "U.S. persons" in compliance with Regulation S.

Important Notice Regarding Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Statements that are not historical facts, including statements about JBS USA's perspectives and expectations, are forward-looking statements. The words "expect," "believe," "estimate," "intend," "plan" and similar expressions, when related to JBS USA and its subsidiaries and affiliates, indicate forward-looking statements. These statements reflect the current view of management and are subject to various risks and uncertainties. These statements are based on various assumptions and factors, including general economic, market, industry and operational factors. Any changes to these assumptions or factors may lead to practical results different from current expectations. Forward-looking statements relate only to the date they were made and JBS USA undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.

About JBS USA

JBS USA is one of the world's largest beef, pork, chicken and packaged food processing companies. In terms of daily production capacity, JBS USA is the leading beef processor and the second-largest pork and chicken processor in the United States. In Australia, JBS USA is the leading processor of beef, lamb and packaged foods. JBS USA processes, packages and delivers fresh, processed and value-added beef, pork, chicken, and lamb products to customers in more than 120 countries on six continents. JBS USA is an indirect, wholly-owned subsidiary of JBS, one of the world's largest food companies and the world's largest protein company in terms of revenue.

SOURCE JBS USA Lux S.A.

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