10.08.2021 23:39:00
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U.S.J. - Açúcar e Álcool S.A. Announces Expiration Of, And Receipt Of Required Consents In Connection With, The Consent Solicitation For 9.875%/10.500% Senior Secured PIK Toggle Notes Due 2023
SÃO PAULO, Aug. 10, 2021 /PRNewswire/ -- U.S.J. – Açúcar e Álcool S.A. (the "Company"), a leading sugar and ethanol producer in the Center-South region of Brazil, announced today that it received the required consents 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"), in connection with the previously announced consent from holders of the Notes (the "Consent Solicitation").
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 of the Company, dated July 27, 2021, as amended (the "Consent Solicitation Statement") for the detailed terms and conditions of the Consent Solicitation with respect to the Notes. 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.
The Consent Solicitation expired at 5:00 p.m. (New York City time) on August 10, 2021 (the "Expiration Date"). The Consent Solicitation was made solely by means of the Consent Solicitation Statement. As of the Expiration Date, the Company received consents from the holders of a at least 66-2/3% in aggregate principal amount of the outstanding Notes with respect to particular amendments contained in the Consent Solicitation, and a majority of holders in aggregate principal amount of outstanding Notes with respect to certain provisions addressing payments to professionals (not including any Notes that are owned by the Issuer or any of its Affiliates) (in each case, the "Requisite Consents"). Promptly following the Expiration Date, the Company, the Subsidiary Guarantors party thereto, the Trustee and Collateral Agent executed the first supplemental indenture to the Indenture to implement the Proposed Amendments (the "Supplemental Indenture").
Only holders of record of the Notes (or their duly designated proxies) as of 5:00 p.m. (New York City time) on August 10, 2021 (the "Record Date") were entitled to consent to the Proposed Amendments pursuant to the Consent Solicitation.
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: usj@dfking.com
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.
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