Raizen Fuels Finance Announces Expiration and Results of Cash Tender Offer

Source: www.gulfoilandgas.com 3/1/2024, Location: South America

Raizen Fuels Finance S.A. ("Raizen Fuels") announces the expiration and results of its previously announced offer to purchase (the "Offer") for cash any and all of the outstanding 5.300% notes due 2027 (the "Notes") issued by Raizen Fuels and guaranteed by Raízen S.A. and Raízen Energia S.A. (together, the "Guarantors").

The Offer was made upon the terms and subject to the conditions set forth in the offer to purchase dated February 26, 2024 (the "Offer to Purchase").

As of 5:00 p.m. (New York City time) (the "Expiration Date"), according to information received from D.F. King & Co., Inc., the information and tender agent for the Offer, U.S.$.382,999,000, or approximately 52.83%, of the principal amount outstanding of the Notes was validly tendered, and not validly withdrawn.

The following table sets forth certain information relating to the Offer, including the principal amount of the Notes validly tendered and not validly withdrawn and accepted for purchase in the Offer.

Title of Security: 5.300% Notes due 2027
CUSIP: 75102X AA4 / L7909C AA5
ISIN: US75102XAA46 / USL7909CAA55
Principal Amount Outstanding Prior to the Offer: U.S.$725,000,000
Principal Amount Validly Tendered and Not Validly Withdrawn at or Prior to the Expiration Date(1): U.S.$.382,999,000
Principal Amount Following Tender Offer: U.S.$342,001,000
Consideration: U.S.$1,000.33

The deadline for holders of Notes to tender their Notes in the Offer was the Expiration Date or, for Notes tendered pursuant to the Guaranteed Delivery Procedures (as defined in the Offer to Purchase), the Guaranteed Delivery Date (as defined in the Offer to Purchase). Accordingly, Notes that have been validly tendered and not validly withdrawn may not be withdrawn or such tenders revoked, except as required by applicable law.

Holders who validly tendered and did not validly withdraw their Notes in the Offer on or prior to the Expiration Date or the Guaranteed Delivery Date, as applicable, will be eligible to receive the total consideration of U.S.$1,000.33 per U.S.$1,000 principal amount of Notes tendered (the "Consideration"). The Consideration payable for the Notes accepted for purchase in the Offer was determined in the manner described in the Offer to Purchase by reference to the Fixed Spread plus the yield calculated to the maturity date of the Notes, based on the bid-side price of the Reference U.S. Treasury Security for the Notes as of 11:00 a.m. (New York City time).

The settlement date of the Offer will occur promptly after the acceptance by Raizen Fuels for purchase of the Notes validly tendered at or prior to the Expiration Date or at or prior to the Guaranteed Delivery Date, for Notes tendered using the Guaranteed Delivery Procedures, and is expected to be no later than three business days following the Expiration Date, on March 6, 2024 (the "Settlement Date"), subject to extension by Raizen Fuels in its sole discretion.

In addition to the Consideration, holders whose Notes are tendered and accepted for purchase in the Offer, including Notes tendered pursuant to the Guaranteed Delivery Procedures, will be paid accrued and unpaid interest on the Notes from, and including, the last interest payment date to, but excluding, the Settlement Date ("Accrued Interest"), payable on the Settlement Date. For the avoidance of doubt, Raizen Fuels will not pay accrued interest for any periods following the Settlement Date in respect of any Notes purchased in the Offer.

Completion of the Offer was conditioned upon the satisfaction or waiver of certain conditions described in the Offer to Purchase, which have been satisfied.


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