Raizen Fuels Finance S.A. Announces Conclusion and Results of Cash Tender Offer

By
Joe Killer
-

SÃO PAULO, Feb. 24, 2025 /PRNewswire/ — Raizen Fuels Finance S.A. (“Raizen Fuels“) today revealed the conclusion and outcomes of its previously announced cash purchase offer (the “Offer“) for all outstanding 5.300% notes maturing in 2027 (the “Notes“) issued by Raizen Fuels and guaranteed by Raízen S.A. and Raízen Energia S.A. (collectively referred to as the “Guarantors“).

The Offer was conducted according to the terms and conditions outlined in the offer to purchase dated February 18, 2025 (the “Offer to Purchase“).

As of 5:00 p.m. (New York City time) today (the “Expiration Date“), based on information from D.F. King & Co., Inc., the information and tender agent for the Offer, U.S.$.154,253,000, or roughly 45.10%, of the total principal amount of the Notes was validly tendered and not withdrawn.

The table below outlines key information regarding the Offer, encompassing the principal amount of the Notes that were validly tendered and accepted for purchase.

Title of
Security

CUSIP

ISIN

Principal
Amount
Outstanding
Before the Offer

Principal Amount
Validly Tendered and
Not Withdrawn
at or Before the
Expiration Date(1)

Principal Amount
Post Tender
Offer

Consideration(2)

5.300% Notes due
2027

75102X AA4 /
L7909C AA5

US75102XAA46 /
USL7909CAA55

U.S.$342,006,000

U.S.$154,253,000

U.S.$187,753,000

U.S.$1,003.75

(1)

No Notes were submitted under the Guaranteed Delivery Procedures.

(2)

The amount payable for each US$1,000 principal amount of Notes that was validly tendered and accepted for purchase as of the Expiration Date, excluding Accrued Interest up to the Settlement Date.

The cutoff for holders of Notes to submit their Notes in the Offer was the Expiration Date or, in cases where Notes were tendered following the Guaranteed Delivery Procedures (as defined in the Offer to Purchase), the Guaranteed Delivery Date (as defined in the Offer to Purchase). Therefore, Notes that were validly tendered and not withdrawn cannot be retracted or revoked, except as mandated by applicable law. No Notes were tendered under the Guaranteed Delivery Procedures.

Those holders who validly tendered and did not withdraw their Notes during the Offer before the Expiration Date will qualify to receive a consideration of U.S.$1,003.75 per U.S.$1,000 of Notes tendered (the “Consideration“), as outlined in the Offer to Purchase.