#Senior Notes #Brazil #Cash Tender Offer #Belo Horizonte #Samarco Mineração

Samarco Initiates Cash Tender Offer for Senior Notes

Samarco Mineração S.A., currently in judicial recovery, has announced the commencement of a cash tender offer specifically for its 9.000% senior notes due in 2031. The total value for this tender offer could reach an impressive $34,081,041.43. This strategic financial maneuver allows the company to manage its obligations while providing existing bondholders an opportunity to liquidate their securities at a competitive rate.

Understanding the Tender Offer

The cash tender offer, effective May 12, 2025, is designed as a Modified Dutch Auction. In this format, bondholders interested in selling have the opportunity to specify their desired price per note within a defined range. For this offer, the minimum acceptable bid price starts at $930, and the maximum is capped at $960. This method ensures that the bonds will be bought at the optimal price based on the highest accepted bids.

The expiration date for this tender offer is set for 5 PM on June 10, 2025. Investors who tender their notes by the Early Tender Date of May 23, 2025, will receive additional considerations, including accrued interest, adding to the attractiveness of participating early.

Tender Process and Proposed Pricing

The key points of the offer focus on the following:

• - The Maximum Payment Amount stands at $34,081,041.43, although Samarco reserves the right to modify this figure.
• - Investors are required to specify the bid price in increments of $2.50. Any offers falling below the $930 mark will be subject to rejection, while bids that surpass $960 will not be considered valid.
• - Within this auction, bids are accepted starting from the lowest specified price upwards until the maximum total investment amount is reached.

Implications for Investors

This tender offer presents significant implications for bondholders. Those deciding to participate may find a compelling exit strategy, especially given the potential for favorable pricing. Furthermore, owing to the Modified Dutch Auction format, the uncertainty regarding the true market value of these notes can be mitigated as buying is based on set bidding parameters.

It's essential for investors to be well-informed about the specific conditions of the tender offer as outlined in the Offer to Purchase document. Attention to the Clearing Price—which reflects the effective bid price post-auction—is critical in determining the final settlement, expected to occur within three business days of the early or final tender dates.

Conclusion

As Samarco navigates through its recovery process, this tender offer showcases its proactive approach in managing its fiscal duties. The implications for bondholders can be substantial, offering flexibility and a clearer path for those seeking to divest. Investors are encouraged to assess their positions carefully and engage with their financial advisors to make informed decisions about participating in this opportunity.

For further inquiries or to access tender documentation, investors can contact Citigroup Global Markets Inc., acting as the dealer manager for this offer, or visit Global Bondholder Services Corporation for additional information. Given the current financial landscape, this cash tender offer presents a noteworthy option for those holding Samarco’s senior notes.