#São Paulo #Senior Secured Notes #Netherlands #Tender Offer #Coruripe Netherlands

Coruripe Netherlands B.V. Adjusts Cash Tender Offer for 10.000% Senior Secured Notes

On January 8, 2025, Coruripe Netherlands B.V. revealed significant amendments to its cash tender offer as well as a consent solicitation concerning its senior secured notes, which are due in 2027. The company, based in the Netherlands, initiated this offer starting January 2, 2025, involving an outstanding principal amount of $300 million of its 10.000% senior secured notes.

Highlights of the Offer

The threshold elements of this tender offer have gained additional incentives following productive discussions with holders representing over 50% of the total outstanding notes. As part of the amended terms, the total consideration for each validly tendered note has now increased to $1,010 per $1,000 principal amount.

The financial breakdown is as follows:

• - Tender Offer Consideration: $980.00 per $1,000 principal amount.
• - Early Tender Payment: $30.00, rewarding early tendering participants.
• - Total Compensation: $1,010.00—this encompasses the tender offer consideration and the early payment, excluding any accrued interest which will also be paid on the principal amount accepted.

The adjustments in offer terms reflect Coruripe's commitment to engage favorably with its bondholders, demonstrating a proactive approach to manage its financial obligations effectively.

Extended Deadlines

The company announced the extension of key deadlines related to the tender offer as detailed below:

• - Early Tender Deadline: Extended to January 16, 2025, at 5:00 p.m. ET. This is the cut-off for holders to submit their notes to receive the total compensation promptly after the early settlement date.
• - Withdrawal Deadline: Set for the same January 16, 2025, at 5:00 p.m. ET, allowing holders to revoke previously tendered notes and delivered consents.
• - Expiration Time: This deadline is also slated for February 3, 2025, at 5:00 p.m. ET, marking the last point for holders to submit notes and consents to qualify for the standard tender offer consideration.

Participants in the Offer

Citigroup Global Markets Inc., Itau BBA USA Securities, Inc., Rabo Securities USA, Inc., and XP Investimentos are acting as dealer managers. These firms are available to assist involved parties and can be reached through the contact information provided in the Offer to Purchase document.

Additionally, requests for the Offer to Purchase can be directed to D.F. King & Co., Inc., which serves as both the information and tender agent for the offer.

Legal Considerations

It’s crucial for the stakeholders to note that the offer does not extend to holders in jurisdictions where it would contravene applicable securities laws. The amendments in the offer will not change any other term aside from the provisions specified.

Overall, Coruripe's actions exhibit its adaptability and dedication to fostering positive relations with its investors, maintaining an open line of communication during a critical adjustment period for the company.

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This information aims to encapsulate the tender offer's alterations and its potential implications for stakeholders. Interested parties are encouraged to review the detailed Offer to Purchase document and seek independent advice if needed to navigate this financial opportunity.