SYS-CON MEDIA Authors: Xenia von Wedel, Peter Silva, Glenn Rossman, Ava Smith, Elizabeth White

News Feed Item

Braskem Finance Limited Announces Early Tender Date Results Of HSBC Securities (USA) Inc.'s Tender Offer For Any And All 8.00% Notes Due 2017; Tender Offer And Consent Solicitation For Any And All 7.25% Notes Due 2018; And Tender Offer And Consent Solicit

SAO PAULO, Jan. 30, 2014 /PRNewswire/ -- Braskem Finance Limited ("Braskem Finance"), a financing subsidiary of Braskem S.A. ("Braskem"), today announced the early tender date results in connection with HSBC Securities (USA) Inc.'s (the "Offeror") previously announced (i) offer to purchase for cash (the "2017 Notes Tender Offer") any and all of Braskem Finance's outstanding 8.00% Notes due 2017 (the "2017 Notes"), (ii) offer to purchase for cash (the "2018 Notes Tender Offer") and consent solicitation (the "2018 Notes Consent Solicitation") with respect to any and all of Braskem Finance's outstanding 7.25% Notes due 2018 (the "2018 Notes"), and (iii) an offer to purchase for cash (the "2020 Notes Tender Offer" and, together with the 2017 Notes Tender Offer and the 2018 Notes Tender Offer, the "Tender Offers") and consent solicitation (the "2020 Notes Consent Solicitation" and, together with the 2018 Notes Consent Solicitation, the "Consent Solicitations") with respect to Braskem Finance's outstanding 7.00% Notes due 2020 (the "2020 Notes" and, together with the 2017 Notes and the 2018 Notes, the "Notes") in an aggregate principal amount such that the amount of 2020 Notes Total Consideration and 2020 Notes Tender Offer Consideration (each as defined in the Offer Documents (as defined below)) paid by the Offeror does not exceed (x) U.S.$500.00 million less (y) the aggregate 2017 Notes Total Consideration and 2018 Notes Total Consideration (each as defined in the Offer Documents) paid by the Offeror to the holders of 2017 Notes and 2018 Notes, respectively, whose Notes were validly tendered and accepted for purchase on the Early Settlement Date (as defined below) pursuant to the 2017 Notes Tender Offer and the 2018 Notes Tender Offer, respectively (the "2020 Notes Maximum Tender Amount").  The early tender dates for each of the Tender Offers and the Consent Solicitations occurred at 5:00 p.m., New York City time, on January 30, 2014 (the "Early Tender Date").

Braskem Finance has been advised that, as of the Early Tender Date, (i) U.S.$44,927,000 in aggregate principal amount of the 2017 Notes, or approximately 35.69% of the outstanding 2017 Notes (excluding 2017 Notes held by Braskem Finance or its affiliates), had been validly tendered pursuant to the 2017 Notes Tender Offer, (ii) U.S.$229,413,000 in aggregate principal amount of the 2018 Notes, or approximately 53.99% of the outstanding 2018 Notes (excluding 2018 Notes held by Braskem Finance or its affiliates), had been validly tendered pursuant to the 2018 Notes Tender Offer and consents delivered pursuant to the related 2018 Notes Consent Solicitation, and (iii) U.S.$432,786,000 in aggregate principal amount of the 2020 Notes, or approximately 57.90% of the outstanding 2020 Notes (excluding 2020 Notes held by Braskem Finance or its affiliates), had been validly tendered pursuant to the 2020 Notes Tender Offer and consents delivered pursuant to the related 2020 Notes Consent Solicitation. 

The terms and conditions of the Tender Offers and the Consent Solicitations are described in the Offeror's Offer to Purchase and Consent Solicitation Statement, dated January 16, 2014, and the related Letter of Transmittal and Consent (together, the "Offer Documents"), previously distributed to holders of the Notes.

Holders of 2017 Notes who have validly tendered their 2017 Notes at or prior to the Early Tender Date are eligible to receive the 2017 Notes Total Consideration, which includes an early tender payment, plus accrued and unpaid interest up to, but not including, the early settlement date for the 2017 Notes (the "2017 Notes Early Settlement Date"). The 2017 Notes Early Settlement Date is expected to occur on or about January 31, 2014.  The Offeror intends to pay for all 2017 Notes validly tendered and accepted for purchase pursuant to the 2017 Notes Tender Offer on the 2017 Notes Early Settlement Date.

Holders of 2018 Notes who have validly tendered their 2018 Notes at or prior to the Early Tender Date are eligible to receive the 2018 Notes Total Consideration, which includes an early tender payment, plus accrued and unpaid interest up to, but not including, the early settlement date for the 2018 Notes (the "2018 Notes Early Settlement Date"). The 2018 Notes Early Settlement Date is expected to occur on or about January 31, 2014.  The Offeror intends to pay for all 2018 Notes validly tendered and accepted for purchase pursuant to the 2018 Notes Tender Offer on the 2018 Notes Early Settlement Date. In addition, in connection with the 2018 Notes Consent Solicitation, Braskem Finance intends to execute a supplemental indenture (the "2018 Notes Supplemental Indenture") to the indenture governing the 2018 Notes, which will eliminate substantially all of the restrictive covenants, as well as various events of default and related provisions contained in such indenture (the "2018 Proposed Amendments").  Adoption of the 2018 Proposed Amendments requires consents of holders of at least a majority in aggregate principal amount of the outstanding 2018 Notes (excluding 2018 Notes held by Braskem Finance or its affiliates). The Offeror has obtained the requisite consents for the 2018 Proposed Amendments. Any 2018 Notes not tendered and purchased pursuant to the 2018 Notes Tender Offer will remain outstanding and will be governed by the terms of the indenture governing the 2018 Notes, as amended by the 2018 Notes Supplemental Indenture.

Holders of 2017 Notes and 2018 Notes who have not yet tendered their respective Notes have until 12:00 Midnight, New York City time, on February 13, 2014, unless extended by the Offeror (such time and date, as it may be extended for either series of the Notes, the "Expiration Date") to tender such Notes pursuant to the applicable Tender Offer. Any holders of 2017 Notes or 2018 Notes who validly tender their respective Notes after the Early Tender Date but at or prior to the Expiration Date will not be entitled to receive the applicable early tender payment and will therefore be entitled to receive only the applicable tender offer consideration, as described in the Offer Documents, plus accrued and unpaid interest up to, but not including, the applicable final settlement date. 

Holders of 2020 Notes who have validly tendered their 2020 Notes at or prior to the Early Tender Date are eligible to receive the 2020 Notes Total Consideration, which includes an early tender payment, plus accrued and unpaid interest up to, but not including, the early settlement date for the 2020 Notes (the "2020 Notes Early Settlement Date"). The 2020 Notes Early Settlement Date is expected to occur on or about January 31, 2014. Since the aggregate principal amount of 2020 Notes validly tendered in the 2020 Notes Tender Offer at or prior to the Early Tender Date exceeds the 2020 Notes Maximum Tender Amount, in accordance with the proration procedures described in the Offer Documents, the proration factor used to determine the amount of validly tendered 2020 Notes to be accepted for purchase from each tendering holder of 2020 Notes on the 2020 Notes Early Settlement Date equals 29.82%. Accordingly, the Offeror intends to purchase on the 2020 Notes Early Settlement Date U.S.$165,684,000 in aggregate principal amount of 2020 Notes validly tendered at or prior to the Early Tender Date pursuant to the 2020 Notes Tender Offer. Furthermore, since the 2020 Notes Tender Offer was fully subscribed as of the 2020 Notes Early Tender Date, holders of 2020 Notes who validly tender 2020 Notes after the Early Tender Date will not have any of their 2020 Notes accepted for purchase. In addition, in connection with the 2020 Notes Consent Solicitation, a supplemental indenture to the indenture governing the 2020 Notes will not be executed. Any 2020 Notes not tendered and purchased pursuant to the 2020 Notes Tender Offer will remain outstanding and will be governed by the terms of the indenture governing the 2020 Notes.

Copies of the Offer Documents are available to holders of Notes from D.F. King & Co., Inc., the information agent for the Tender Offers and the Consent Solicitations (the "Information Agent").  Requests for copies of the Offer Documents should be directed to the Information Agent at +1 (800) 967-4604 (toll free), +1 (212) 269-5550 (collect) or [email protected].

The Offeror reserves the right, in its sole discretion, not to accept any tenders of Notes or deliveries of consents for any reason.  The Offeror is making the Tender Offers and the Consent Solicitations only in those jurisdictions where it is legal to do so. 

The Offeror, Banco Bradesco BBI S.A. ("Bradesco BBI"), Citigroup Global Markets Inc. ("Citigroup"), Credit Agricole Securities USA Inc. ("Credit Agricole") and Deutsche Bank Securities Inc. ("Deutsche Bank") have been engaged to act as Dealer Managers and Solicitation Agents in connection with the Tender Offers and the Consent Solicitations, and Standard Chartered Bank ("Standard") has been engaged to act as Co-Dealer Manager in connection with the Tender Offers and Consent Solicitations.  Questions regarding the Tender Offers and the Consent Solicitations may be directed to the Offeror, Bradesco BBI, Citigroup, Credit Agricole or Deutsche Bank at their telephone numbers set forth on the back cover of each of the Offer Documents.

Neither the Offer Documents nor any related documents have been filed with the U.S. Securities and Exchange Commission, nor have any such documents been filed with or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Offer Documents or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.

This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents.  The Tender Offers and the Consent Solicitations are being made solely by the Offeror pursuant to the Offer Documents.  The Tender Offers and the Consent Solicitations are not being made to, nor will the Offeror accept tenders of Notes and deliveries of consents from, holders in any jurisdiction in which the Tender Offers and the Consent Solicitations or the acceptance thereof would not be in compliance with the securities or blue sky laws of such jurisdiction.

Braskem S.A.


Danilo Dias Garcez

Marcelo Rossini

Finance Director

Structured Finance

Phone: (+55 11) 3576 9952

Phone: (+55 11) 3576 9995

[email protected]

[email protected]



Marina Dalben


Structured Finance


Phone: (+55 11) 3576 9716


[email protected]


NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains statements that are forward-looking within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. Forward-looking statements are only predictions and are not guarantees of future performance. Investors are cautioned that any such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to Braskem Finance and the Offeror that may cause the actual results to be materially different from any future results expressed or implied in such forward-looking statements. Although Braskem Finance believes that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to Braskem Finance's management, Braskem Finance cannot guarantee future results or events. Braskem Finance expressly disclaims a duty to update any of the forward-looking statements.

SOURCE Braskem Finance Limited

More Stories By PR Newswire

Copyright © 2007 PR Newswire. All rights reserved. Republication or redistribution of PRNewswire content is expressly prohibited without the prior written consent of PRNewswire. PRNewswire shall not be liable for any errors or delays in the content, or for any actions taken in reliance thereon.

Latest Stories
The Internet of Things will greatly expand the opportunities for data collection and new business models driven off of that data. In her session at @ThingsExpo, Esmeralda Swartz, CMO of MetraTech, discussed how for this to be effective you not only need to have infrastructure and operational models capable of utilizing this new phenomenon, but increasingly service providers will need to convince a skeptical public to participate. Get ready to show them the money!
One of the biggest challenges when developing connected devices is identifying user value and delivering it through successful user experiences. In his session at Internet of @ThingsExpo, Mike Kuniavsky, Principal Scientist, Innovation Services at PARC, described an IoT-specific approach to user experience design that combines approaches from interaction design, industrial design and service design to create experiences that go beyond simple connected gadgets to create lasting, multi-device exp...
High-performing enterprise Software Quality Assurance (SQA) teams validate systems that are ready for use - getting most actively involved as components integrate and form complete systems. These teams catch and report on defects, making sure the customer gets the best software possible. SQA teams have leveraged automation and virtualization to execute more thorough testing in less time - bringing Dev and Ops together, ensuring production readiness. Does the emergence of DevOps mean the end of E...
Scott Jenson leads a project called The Physical Web within the Chrome team at Google. Project members are working to take the scalability and openness of the web and use it to talk to the exponentially exploding range of smart devices. Nearly every company today working on the IoT comes up with the same basic solution: use my server and you'll be fine. But if we really believe there will be trillions of these devices, that just can't scale. We need a system that is open a scalable and by using ...
The Internet of Things is tied together with a thin strand that is known as time. Coincidentally, at the core of nearly all data analytics is a timestamp. When working with time series data there are a few core principles that everyone should consider, especially across datasets where time is the common boundary. In his session at Internet of @ThingsExpo, Jim Scott, Director of Enterprise Strategy & Architecture at MapR Technologies, discussed single-value, geo-spatial, and log time series dat...
"Verizon offers public cloud, virtual private cloud as well as private cloud on-premises - many different alternatives. Verizon's deep knowledge in applications and the fact that we are responsible for applications that make call outs to other systems. Those systems and those resources may not be in Verizon Cloud, we understand at the end of the day it's going to be federated," explained Anne Plese, Senior Consultant, Cloud Product Marketing at Verizon Enterprise, in this SYS-CON.tv interview at...
"For the past 4 years we have been working mainly to export. For the last 3 or 4 years the main market was Russia. In the past year we have been working to expand our footprint in Europe and the United States," explained Andris Gailitis, CEO of DEAC, in this SYS-CON.tv interview at Cloud Expo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
P2P RTC will impact the landscape of communications, shifting from traditional telephony style communications models to OTT (Over-The-Top) cloud assisted & PaaS (Platform as a Service) communication services. The P2P shift will impact many areas of our lives, from mobile communication, human interactive web services, RTC and telephony infrastructure, user federation, security and privacy implications, business costs, and scalability. In his session at @ThingsExpo, Robin Raymond, Chief Architect...
The Domain Name Service (DNS) is one of the most important components in networking infrastructure, enabling users and services to access applications by translating URLs (names) into IP addresses (numbers). Because every icon and URL and all embedded content on a website requires a DNS lookup loading complex sites necessitates hundreds of DNS queries. In addition, as more internet-enabled ‘Things' get connected, people will rely on DNS to name and find their fridges, toasters and toilets. Acco...
The term culture has had a polarizing effect among DevOps supporters. Some propose that culture change is critical for success with DevOps, but are remiss to define culture. Some talk about a DevOps culture but then reference activities that could lead to culture change and there are those that talk about culture change as a set of behaviors that need to be adopted by those in IT. There is no question that businesses successful in adopting a DevOps mindset have seen departmental culture change, ...
"Cloud consumption is something we envision at Solgenia. That is trying to let the cloud spread to the user as a consumption, as utility computing. We want to allow the people to just pay for what they use, not a subscription model," explained Ermanno Bonifazi, CEO & Founder of Solgenia, in this SYS-CON.tv interview at Cloud Expo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
Enthusiasm for the Internet of Things has reached an all-time high. In 2013 alone, venture capitalists spent more than $1 billion dollars investing in the IoT space. With "smart" appliances and devices, IoT covers wearable smart devices, cloud services to hardware companies. Nest, a Google company, detects temperatures inside homes and automatically adjusts it by tracking its user's habit. These technologies are quickly developing and with it come challenges such as bridging infrastructure gaps,...
SYS-CON Media announced that Centrify, a provider of unified identity management across cloud, mobile and data center environments that delivers single sign-on (SSO) for users and a simplified identity infrastructure for IT, has launched an ad campaign on Cloud Computing Journal. The ads focus on security: how an organization can successfully control privilege for all of the organization’s identities to mitigate identity-related risk without slowing down the business, and how Centrify provides ...
SAP is delivering break-through innovation combined with fantastic user experience powered by the market-leading in-memory technology, SAP HANA. In his General Session at 15th Cloud Expo, Thorsten Leiduck, VP ISVs & Digital Commerce, SAP, discussed how SAP and partners provide cloud and hybrid cloud solutions as well as real-time Big Data offerings that help companies of all sizes and industries run better. SAP launched an application challenge to award the most innovative SAP HANA and SAP HANA...
"SAP had made a big transition into the cloud as we believe it has significant value for our customers, drives innovation and is easy to consume. When you look at the SAP portfolio, SAP HANA is the underlying platform and it powers all of our platforms and all of our analytics," explained Thorsten Leiduck, VP ISVs & Digital Commerce at SAP, in this SYS-CON.tv interview at 15th Cloud Expo, held Nov 4-6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.