The Firm recently represented BB Securities Limited, Banco Bradesco BBI S.A., HSBC Securities (USA) Inc., Morgan Stanley & Co LLC and Santander Investment Securities Inc., as initial purchasers, in an offering by Marfrig Holdings (Europe) B.V. (“Marfrig Holdings”) of US$750 million aggregate principal amount of 8% Senior Notes due 2023. The Notes are unconditionally and irrevocably guaranteed by Marfrig Global Foods S.A. and Marfrig Overseas Limited (“Marfrig Overseas”). 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 same investment banks as dealer managers in connection with concurrent tender offers to purchase for cash from each registered holder (i) any and all of the outstanding (a) 9.625% Senior Notes due 2016 issued by Marfrig Overseas, and (b) 9.875% Senior Notes due 2017 issued by of Marfrig Holdings, and (ii) up to an offer limit of the outstanding (a) 8.375% Senior Notes due 2018 issued by Marfrig Holdings, and (b) 9.5% Senior Notes due 2020 issued by Marfrig Overseas. In conjunction with the tender offers, Marfrig Holdings solicited consents to proposed amendments to eliminate restrictive covenants contained in the indenture for the 8.375% Senior Notes due 2018. The tender offers and consent solicitation expired on June 20, 2016, and the final settlement for the tender offers occurred on June 21, 2016. Approximately US$570 million in aggregate principal amount of Notes were validly tendered.
Marfrig Global Foods S.A. is a Brazilian company with worldwide operations focused on the production of animal protein and a variety of food products.
The Simpson Thacher team included Grenfel S. Calheiros, Kirsten Davis, Rodrigo Surcan dos Santos, Tosca Augustin and Marcelo Lorenzen (Capital Markets – São Paulo and New York); and Jonathan Cantor and John Torrenti (Tax).