#Senior Notes #Luxembourg #Luxembourg City #cash tender offers #Cosan Luxembourg

Cosan Luxembourg S.A. Launches Significant Cash Tender Offers

On January 31, 2025, Cosan Luxembourg S.A., a prominent public limited liability company based in Luxembourg, revealed its plan to initiate cash tender offers aimed at repurchasing up to $900 million in aggregate principal amount of outstanding senior notes. This strategic move is to optimize its capital structure and enhance financial flexibility.

Tender Offer Details

The tender offers comprise three separate categories based on different due dates for the notes:
1. 2029 Senior Notes: Up to $370 million out of the outstanding $740.75 million of 5.500% Senior Notes due 2029. The associated CUSIP numbers are 22113A AB1 and G25343 AB3.
2. 2030 Senior Notes: Up to $330 million from an outstanding $550 million of 7.500% Senior Notes due 2030 (CUSIP numbers 22112E AD0 and L20041 AF3).
3. 2031 Senior Notes: Up to $200 million of the outstanding $600 million of 7.250% Senior Notes due 2031, referenced by CUSIP numbers 22112E AE8 and L20041 AG1.

These offers come into effect following the company's evaluated considerations for amending its outstanding debts, providing flexibility in managing its maturity profile effectively. The decision to repurchase notes signals Cosan Luxembourg's commitment to optimizing its balance sheet by lowering interest obligations and enhancing equity outcomes for shareholders.

Tender Offer Consideration and Timeline

The financial conditions state the Tender Offer Consideration amounts for validly tendered notes:

• - For 2029 Notes, the valid consideration per $1,000 principal is $911.25, including an early tender bonus of $50.00, bringing the total to $961.25.
• - For the 2030 Notes, the offer price is $982.50 (plus $50.00 for early tender), totaling $1,032.50.
• - For the 2031 Notes, the consideration amounts to $967.50, with an early payment of $50.00, culminating in $1,017.50 in total.

Holders of the senior notes must tender their securities by March 4, 2025, by 5:00 p.m. New York City time. Early tenders must be submitted by February 13, 2025, in order to receive the total consideration encompassing all payments.

The completion of these offers is also contingent on certain conditions laid out in the official Offer to Purchase. As part of this process, all notes that are accepted for repurchase may be subjected to pro-ration, depending on availability and demand.

Future Considerations and Market Reaction

This undertaking showcases Cosan Luxembourg's proactive stance in adjusting its financial strategies while responding to market conditions. Each tender offer may be individually amended, extended, or withdrawn under applicable laws, reflecting the company’s agility in navigating prevailing financial landscapes.

Analysts posit that this move not only enhances Cosan’s financial positioning but also reinforces investor confidence. As such offerings generally indicate a company’s flourishing health, anticipation builds among stakeholders regarding the impact on the company’s future projects and financial obligations.

In summary, with these tender offers, Cosan Luxembourg S.A. is strategically aiming to solidify its capital structure, concurrently providing a unique opportunity for investors to exit outstanding notes at competitive pricing, thus reshaping the company’s future financial landscape.