SANTIAGO, Chile, Oct. 9, 2019 /PRNewswire/ -- Cencosud S.A. (BCS:
Cencosud) (the "Company") announced today the final tender
results in connection with its previously announced cash tender
offers (the "Tender Offers") to purchase for cash (1) up to
U.S.$900,000,000 aggregate purchase
price (the "Maximum Tender Amount") of its 4.875% Senior
Notes due 2023 (the "2023 Notes") and (2) up to the Group 2
Maximum Purchase Amount of its 5.150% Senior Notes due 2025 (the
"2025 Notes") and its 4.375% Senior Notes due 2027 (the
"2027 Notes" together with the 2025 Notes, the "Group 2
Notes", and together with the 2023 Notes, the "Notes").
The "Group 2 Maximum Purchase Amount" is the Maximum Tender
Amount less the aggregate purchase price for the 2023 Notes
validly tendered and accepted for purchase in the Tender Offers.
The Company's offer to purchase the 2023 Notes is referred to
herein as the "2023 Tender Offer", and the offer to purchase
the Group 2 Notes is referred to herein as the "Group 2 Tender
Offer".
Announcement of Final Tender Results
The following tables summarize the final tender results as of
11:59 p.m., New York City time, on October 8, 2019 (the "Expiration Date")
and the principal amount of Notes that the Company has accepted for
purchase:
Tender Group 1
Title of
Security
|
CUSIP and ISIN
Numbers
|
Principal Amount
Outstanding(a)
|
2023 Total
Consideration(b)
|
Principal Amount
Tendered on or prior to the Early Tender Date(c) and
Accepted for Purchase
|
Principal Amount
Tendered after the Early Tender Date(c) and on or prior
to the Expiration Date and Accepted for Purchase
|
4.875% Senior
Notes
due 2023
|
CUSIP: P2205J
AH3
15132H AD3
ISIN:
USP2205JAH34
US15132HAD35
|
U.S.$942,853,000
|
U.S.$1,047.50
|
U.S.$319,428,000
|
U.S.$4,144,000
|
_______________
|
(a)
|
Immediately prior to
the commencement of the Tender Offers.
|
(b)
|
Per U.S.$1,000
principal amount of 2023 Notes accepted for purchase.
|
(c)
|
Early tender results
as of 5:00 p.m., New York City time, on September 24, 2019 (the
"Early Tender Date").
|
Tender Group 2
Title of
Security
|
CUSIP and ISIN
Numbers
|
Principal Amount
Outstanding(a)
|
Group 2 Total
Consideration(b)
|
Principal Amount
Tendered on or prior to the Early Tender
Date(c) and Accepted for Purchase
|
Principal Amount
Tendered after the Early Tender Date(c) and on or prior
to the Expiration Date and Accepted for Purchase
|
5.150% Senior
Notes
due 2025
|
CUSIP: 15132H
AF8
P2205J AK6
ISIN:
US15132HAF82
USP2205JAK62
|
U.S.$650,000,000
|
U.S.$1,055.50
|
U.S.$122,338,000
|
U.S.$3,316,000
|
4.375% Senior
Notes
due 2027
|
CUSIP:
15132HAH4
P2205JAQ3
ISIN:
US15132HAH49
USP2205JAQ33
|
U.S.$1,000,000,000
|
U.S.$990.50
|
U.S.$22,666,000
|
U.S.$2,545,000
|
_______________
|
(a)
|
Immediately prior to
the commencement of the Tender Offers.
|
(b)
|
Per U.S.$1,000
principal amount of Group 2 Notes accepted for purchase.
|
(c)
|
Early tender results
as of the Early Tender Date.
|
According to information provided by D.F. King & Co., Inc.,
from September 11, 2019 (the
"Commencement Date") to the Expiration Date, a total of (i)
U.S.$323,572,000 aggregate principal
amount of 2023 Notes had been validly tendered, and (ii)
U.S.$ 125,654,000 aggregate principal
amount of 2025 Notes and U.S.$
25,211,000 aggregate principal amount of 2027 Notes had been
validly tendered.
Holders of 2023 Notes that validly tendered their 2023 Notes
after the Early Tender Date but prior to or at the Expiration Date
and that are accepted for purchase are eligible to receive the 2023
Total Consideration set forth under the sub-heading "2023 Total
Consideration" in the table above. In addition, all holders of 2023
Notes accepted for purchase will also receive accrued and unpaid
interest on their 2023 Notes validly tendered and accepted for
purchase from the last interest payment date up to, but not
including, the date the Company makes payment for such 2023 Notes
tendered after the Early Tender Date but prior to or at the
Expiration Date.
Holders of Group 2 Notes that validly tendered their Group 2
Notes after the Early Tender Date but prior to or at the Expiration
Date and that are accepted for purchase are eligible to receive the
Group 2 Total Consideration set forth under the sub-heading "Group
2 Total Consideration" in the table above. In addition, all holders
of Group 2 Notes accepted for purchase will also receive accrued
and unpaid interest on their Group 2 Notes validly tendered and
accepted for purchase from the applicable last interest payment
date up to, but not including, the date the Company makes payment
for such Group 2 Notes tendered after the Early Tender Date but
prior to or at the Expiration Date.
The Tender Offers
Subject to the satisfaction or waiver of all remaining
conditions to the Tender Offers, the Company expects to accept for
purchase all 2023 Notes and Group 2 Notes validly tendered at or
prior to the Expiration Date.
Notes validly tendered and accepted for purchase after the Early
Tender Date but prior to or at the Expiration Date are expected to
be purchased on the "Final Settlement Date", which date is
anticipated to be October 10, 2019,
subject to the terms and conditions described in the Offer to
Purchase.
The Withdrawal Deadline expired on the Early Tender Date.
The Tender Offers have now expired. No Notes tendered after the
Expiration Date will be accepted for purchase pursuant to the
Tender Offers.
The terms and conditions of the tender offer are described in
the Offer to Purchase and related Letter of Transmittal (as such
term is defined in the Offer to Purchase) that were distributed to
holders of Notes, as amended by the press release dated
September 25, 2019.
Additional Information Relating to the Tender Offers
Morgan Stanley & Co. LLC and Santander Investment Securities
Inc. are acting as the dealer managers for the Tender Offers. The
information agent and depositary is D.F. King & Co., Inc.
("D.F. King"). Copies of the Offer to Purchase and Letter of
Transmittal and related offering materials are available by
contacting D.F. King at (800) 283-2170 (toll-free), (212) 269-5550
(banks and brokers) or email at cencosud@dfking.com Questions
regarding the Tender Offers should be directed to Morgan Stanley
& Co. LLC, Liability Management Group, at (212) 761-1057
(collect) or (800) 624-1808 (toll-free) or Santander Investment
Securities Inc., Liability Management, at (212) 940-1442 collect or
(855) 404-3636 (toll-free).
This press release shall not constitute an offer to sell, a
solicitation to buy or an offer to purchase or sell any securities.
The Tender Offers are being made only pursuant to the Offer to
Purchase, which set forth the terms and conditions of the Tender
Offers, and only in such jurisdictions as is permitted under
applicable law.
About Cencosud S.A.
Cencosud is a leading multi-brand retailer in South America, headquartered in Chile and with operations in Chile, Brazil, Argentina, Peru and Colombia. The Company operates in
supermarkets, home improvement stores, shopping centers and
department stores and maintains a financial services portfolio
through a wholly-owned subsidiary in Argentina and majority-owned subsidiaries and
joint ventures with third parties in Chile, Brazil, Peru
and Colombia.
For further
inquiries, please contact:
|
|
|
Marisol
Fernández
Investor Relations
Officer
Tel +562 2959
0545
mariasoledad.fernandez@cencosud.cl
|
Alexandra
Kemp
IR Analyst
Tel +562 2200
4395
alexandra.kemp@cencosud.cl
|
View original
content:http://www.prnewswire.com/news-releases/cencosud-sa-announces-final-tender-results-of-its-tender-offers-for-up-to-us900-000-000-aggregate-purchase-price-of-certain-of-its-outstanding-debt-securities-300934751.html
SOURCE Cencosud S.A.