Cosan Luxembourg S.A. Announces Results of $900 Million Cash Tender Offers

Cosan Luxembourg S.A. AnnouncesTender Offer Results

On February 14, 2025, Cosan Luxembourg S.A., a public limited liability company under the laws of the Grand Duchy of Luxembourg, revealed the early results of its cash tender offers, targeted at a combined principal amount of up to $900 million across multiple series of senior notes. The company has outlined specific caps for each series: up to $370 million for its 5.500% Senior Notes due 2029, $330 million for 7.500% Senior Notes due 2030, and $200 million for 7.250% Senior Notes due 2031. These offers were initially communicated in a document dated January 31, 2025, welcoming holders of the notes to tender their securities.

As of the early tender date on February 13, 2025, significant engagement was observed. The company reported that approximately 31.81% of the outstanding 2029 notes ($235.65 million) were validly tendered, alongside almost half (49.04%) of the 2030 notes ($269.71 million), and 44.79% of the 2031 notes ($268.74 million). This response highlights a strong appetite among investors, showcasing confidence in Cosan Luxembourg’s financial position and strategic planning.

In light of these early results, some adjustments were made to the tender offers. The maximum principal amount for the 2029 notes was decreased to $301.26 million while the 2031 notes saw an increase to $268.74 million. Holders who tendered their notes by the early deadline will be eligible for the total consideration, which includes an early tender payment of $50 per $1,000 principal amount along with accrued interests, with settlement expected around February 18, 2025.

The tender offers remain open until 5:00 p.m. New York City time, on March 4, 2025, unless extended. This flexibility allows holders to respond to changing market conditions and investment strategies.

It’s noteworthy that holders of the 2030 notes who validity tender after the early deadline will also partake in the early tender payment, ensuring an inclusive approach by Cosan Luxembourg. However, those dealing with the 2029 and 2031 notes who miss the early tender deadline will not be eligible for this additional incentive.

The total consideration structure reflects the company's robust financial management and strategic investment capability, and the response from investors underscores the strength of its market offerings. As the date for final settlement approaches, attention will undoubtedly center around the final amounts tendered and accepted across all series of notes.

This fundraiser and refinance move by Cosan Luxembourg has significant implications for its capital structure and investor relations. The company's proactive management is designed to optimize financial resources and support its ongoing operational commitments. As they navigate through these tender offers, stakeholders will look closely at the outcomes of these engagements and how they align with broader market dynamics and investment landscapes.

Through these actions, Cosan Luxembourg is reaffirming its commitment to transparency and shareholder value, making it an entity to watch closely in the finance and investment sphere as further developments unfold.