U.S.J. - Açúcar e Álcool S.A. Announces Extension Of The Consent Solicitation For Its 9.875%/10.500% Senior Secured PIK Toggle Notes Due 2023

SÃO PAULO, Aug. 4, 2021 /PRNewswire/ -- U.S.J. – Açúcar e Álcool S.A. (the "Company"), announced today that it has extended its previously announced solicitation of consents (the "Consent Solicitation") from the holders of the 9.875%/10.500% Senior Secured PIK Toggle Notes due 2023 issued by the Company (the "Notes") for the adoption of certain proposed amendments as set forth below (the "Proposed Amendments") to the indenture governing the Notes (the "Indenture").

The Proposed Amendments seek primarily to amend certain collateral and security provisions in the Indenture in order to increase the viability of a more comprehensive restructuring of the Notes in accordance with the Restructuring Support Agreement entered into on June 8, 2021, with the Ad Hoc Group of bondholders (collectively, the "Ad Hoc Group"). The Proposed Amendments also seek to authorize the payment of certain costs and expenses incurred in connection with the Ad Hoc Group's advisors negotiation of the Proposed Amendment. 

Holders of the Notes are referred to the Consent Solicitation Statement, dated July 27, 2021 (as amended and supplemented, the "Consent Solicitation Statement"), for the detailed terms and conditions of the Consent Solicitation with respect to the Notes. Each of the Expiration Date, and Record Date is amended to 5:00 p.m. (New York City time) on August 10, 2021. Holders will now be permitted to revoke consents at any time prior 5:00 p.m. (New York City time) on August 6, 2021 (the "Revocation Deadline"). The Company, in consultation with the Ad Hoc Group, reserves the right to further extend any such deadline. All consents previously delivered will remain so delivered, and no other action with respect to such consents is required. The Consent Solicitation is made solely by means of the Consent Solicitation Statement. The Consent Solicitation Statement contains important information that holders of Notes should carefully read before any decision is made with respect to the Consent Solicitation. Terms not defined in this press release shall have the meaning ascribed to them in the Consent Solicitation Statement.

In order to implement the Proposed Amendments, a supplemental indenture to the Indenture will be entered into by the applicable parties (the "Supplemental Indenture"). If the Supplemental Indenture is executed and the other terms and conditions set forth in the Consent Solicitation Statement are satisfied or waived, then holders of such Notes as of the Record Date will benefit from the Proposed Amendments.

In order to execute and deliver the Supplemental Indenture, the Company must receive consents from the holders as of the Record Date representing at least 66-2/3% and a majority of the aggregate principal amount of the Notes, with respect to the Collateral Amendments and Payment Amendment, respectively, (the "Required Consents").

Our obligation to accept the consents validly delivered and not revoked is conditioned upon satisfaction of certain conditions as described in the Consent Solicitation Statement, including the receipt of the Required Consents. We may, in consultation with the Ad Hoc Group, terminate the Consent Solicitation, allow the Consent Solicitation to lapse, extend the Consent Solicitation and continue soliciting consents pursuant to the Consent Solicitation or otherwise amend the terms of the Consent Solicitation, including the waiver of any or all of the conditions set forth in the Consent Solicitation Statement.

The Company reserves the right, in consultation with the Ad Hoc Group, to modify the Consent Solicitation Statement and the terms and conditions of the Consent Solicitation or to terminate its Consent Solicitation at any time.

Any questions or requests for assistance or for copies of the Consent Solicitation Statement or related documents may be directed to the Information and Tabulation Agent at its telephone number set forth below.

The Information and Tabulation Agent for the Consent Solicitation is:

D.F. King & Co., Inc.
Toll Free: +1 (866) 620-2536
All Others Call:  +1 (212) 269-5550
E-mail: [email protected]

THIS PRESS RELEASE IS NEITHER AN OFFER TO SELL NOR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITY. THIS ANNOUNCEMENT IS ALSO NOT A SOLICITATION OF CONSENTS TO ANY PROPOSED AMENDMENTS. NO RECOMMENDATION IS MADE AS TO WHETHER HOLDERS OF THE NOTES SHOULD DELIVER CONSENTS TO THE PROPOSED AMENDMENTS.

Important Notice Regarding Forward-Looking Statements:

This press release contains certain forward-looking statements. Statements that are not historical facts, including statements about our perspectives and expectations, are forward looking statements. The words "expect", "believe", "estimate", "intend", "plan" and similar expressions, when related to the Company and its subsidiaries, 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. Excessive reliance should not be placed on those statements. Forward-looking statements relate only to the date they were made and the Company undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.

SOURCE U.S.J. - Açúcar e Álcool S.A.