Simpson Thacher Represents Lead Managers in Marfrig’s US$850 Million Bond Offering and Concurrent Tender Offer and Consent Solicitation
07.15.14
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The Firm recently represented the lead managers, BTG Pactual, HSBC, Itau BBA and Morgan Stanley, in an offering by Marfrig Holdings (Europe) B.V. (“Marfrig Holdings”) of U.S.$850,000,000 aggregate principal amount of 6.875% Senior Notes due 2019. The Notes are unconditionally and irrevocably guaranteed by Marfrig Global Foods S.A. and Marfrig Overseas Limited. The offering was conducted in reliance upon Rule 144A and Regulation S under the U.S. Securities Act of 1933.
The Firm also represented the banks in a concurrent cash tender offer and consent solicitation in which HSBC, as tender offer structuring advisor and purchaser, offered to purchase for cash (1) any and all of the outstanding 11.250% Senior Notes due 2021, and (2) any and all of the outstanding 9.875% Senior Notes due 2017, both issued by Marfrig Holdings. Following the delivery of the tendered Senior Notes, HSBC have exchanged such notes for a portion of the new 6.875% Senior Notes due 2019 issued by Marfrig Holdings and purchased by the banks.
Marfrig Holdings is a wholly-owned subsidiary of Marfrig Global Foods S.A., a Brazilian company with worldwide operations focused on the production of animal protein and a variety of food products.
The Simpson Thacher team included Jaime Mercado, Grenfel Calheiros, Caetano Cunha and Drake McKenney (Capital Markets – São Paulo and New York); and Jodi Sackel (Tax).