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RIO DE JANEIRO, Dec. 29, 2020 /PRNewswire/ — Andrade Gutierrez Worldwide S.A. (the “Issuer“) introduced right now the expiration of its beforehand introduced solicitation (the “Consent Solicitation“) of consents (the “Consents“) and receipt of Requisite Consents from holders (the “Holders“) essential to impact the proposed amendments (the “Proposed Amendments“) to the indenture (as amended, the “Indenture“) governing the U.S.$480,000,000 mixture principal quantity of 9.500% Senior Secured Notes due 2024 (the “Notes“), issued by the Issuer and assured by Andrade Gutierrez Engenharia S.A. (the “Firm“) and sure of its subsidiaries, as described within the Consent Solicitation Assertion, dated December 15, 2020, as amended on December 22, 2020 and December 24, 2020 (the “Consent Solicitation Assertion“). In reference to the Consent Solicitation, the Issuer, the Firm, the opposite guarantors of the Notes, the collateral agent and the trustee will enter right into a supplemental indenture (the “Supplemental Indenture“) to the Indenture to impact the Proposed Amendments.
The Consent Solicitation expired at 5:00 p.m. New York Metropolis time, on December 29, 2020 (the “Expiration Date“). The Firm acquired the requisite consents from Holders, and such consents had not been validly revoked, previous to the Expiration Date. The Firm can pay the consent charge payable to Holders who delivered legitimate and unrevoked consents to the Proposed Amendments on or previous to the Expiration Date (the “Consenting Holders“) in an quantity equal to U.S.$2.50 per U.S.$1,000 mixture principal quantity of the Notes (the “Consent Price“) to The Depository Belief Firm (“DTC“) for the good thing about the Consenting Holders, topic to the phrases and circumstances set forth within the Consent Solicitation Assertion. The Firm expects to pay, or trigger to be paid, the Consent Price on December 31, 2020 (the “Settlement Date“). No accrued curiosity will likely be paid in respect of the Consent Price. To the extent the Issuer has not paid all quantities due (together with default curiosity) to Holders in respect of curiosity initially due on the Notes on December 30, 2020 by April 14, 2021, the Issuer expects to pay (or trigger to be paid) an extra consent charge to the Consenting Holders in an quantity equal to U.S.$1.50 per U.S.$1,000 mixture principal quantity of the Notes (the “Extra Consent Price“) to DTC for the good thing about the Consenting Holders. If the Issuer has paid all quantities due (together with default curiosity) to Holders in respect of curiosity initially due on the Notes on December 30, 2020 by April 14, 2021, no Extra Consent Price will likely be paid.
The Supplemental Indenture will change into efficient instantly upon execution of the Supplemental Indenture; nevertheless, the First Proposed Modification (as outlined within the Consent Solicitation Assertion) and the modification to ban the issuance of Extra Securities (as outlined within the Indenture) will change into operative on the Settlement Date upon receipt of the Consenting Holders of the Consent Price; and the Second Proposed Modification (as outlined within the Consent Solicitation Assertion) will change into operative (if in any respect) solely upon fee of the Extra Consent Price (if paid) to the Consenting Holders. All Holders are sure by the phrases of the Supplemental Indenture, together with those who didn’t give their consent. Nonetheless, Holders who didn’t ship consents on or previous to the Expiration Date (or who delivered Consents however validly revoked them previous to the Revocation Date (as outlined within the Consent Solicitation Assertion)) won’t obtain any consent charge.
Neither the Consent Solicitation Assertion nor any paperwork associated to the Consent Solicitation have been filed with, or reviewed or permitted by, any federal or state securities fee or regulatory authority of any nation. No authority has handed upon the accuracy or adequacy of the Consent Solicitation Assertion or any paperwork associated to the Consent Solicitation, and it’s illegal and could also be a legal offense to make any illustration on the contrary.
Citigroup International Markets Inc. (“Citi“) acted because the Solicitation Agent for the Consent Solicitation. International Bondholder Companies Company acted because the Data and Tabulation Agent for the Consent Solicitation. Questions or requests for help associated to the Consent Solicitation or for added copies of the Consent Solicitation Assertion could also be directed to Citi at +1 (212) 723-6106 (banks and brokers) and +1 (800) 558-3745 (all others, toll free) or by e mail at [email protected], or to International Bondholder Companies Company at +1 (212) 430-3774 (banks and brokers), +1 (866) 470-3700 (all others, toll free) or by e mail at [email protected]. The Consent Solicitation Assertion is obtainable at: https://www.gbsc-usa.com/andrade/. Holders may contact their dealer, seller, industrial financial institution, belief firm or different nominee for help regarding the Consent Solicitation.
Concerning the Firm
The Firm is a privately-owned multinational engineering and building conglomerate headquartered in Rio de Janeiro, Brazil. The Firm was based in 1948 in Belo Horizonte, within the state of Minas Gerais by the Andrade and Gutierrez households.
Ahead-Trying Statements
Disclosures on this press launch comprise forward-looking statements. All statements, aside from statements of historic details, included on this press launch that handle actions, occasions or developments that administration expects, believes or anticipates will or could happen sooner or later are forward-looking statements. With out limiting the generality of the foregoing, forward-looking statements contained on this press launch particularly embody statements concerning the consummation of the Consent Solicitation, together with the timing thereof, the Proposed Amendments and the execution of the Supplemental Indenture. These statements are primarily based on sure assumptions made by the Firm primarily based on their administration’s respective expertise and notion of historic traits, present circumstances, anticipated future developments and different elements believed to be applicable. Such statements are topic to plenty of assumptions, dangers and uncertainties, a lot of that are past the management of the Firm, which can trigger precise outcomes to vary materially from these implied or expressed by the forward-looking statements. Any forward-looking assertion applies solely as of the date on which such assertion is made and the Firm doesn’t intend to appropriate or replace any forward-looking assertion, whether or not on account of new info, future occasions or in any other case, besides as required by regulation.
SOURCE Andrade Gutierrez Worldwide S.A.
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