Mexico City, Mexico:
Orbia Advance Corporation, S.A.B. de C.V. (“Orbia”) (BMV: ORBIA) announces that it has commenced an offer to purchase its outstanding US$750,000,000 principal amount of 4.875% Senior Notes due 2022 (CUSIP/ISIN: 59284BAB4; P57908AD0 / US59284BAB45; USP57908AD01) (the “Securities”) pursuant to an offer (the “Tender Offer”) to purchase for cash any and all of the Securities on the terms and subject to the conditions set forth in the offer to purchase, dated May 17, 2021 (the “Offer to Purchase”) and the related notice of guaranteed delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Offer Documents”).
The Tender Offer will expire at 5:00 p.m. (New York City time) on May 21, 2021, unless extended (such date and time, as the same may be extended, the “Expiration Date”). Securities validly tendered may be withdrawn at any time at or prior to 5:00 p.m. (New York City time) on May 21, 2021, unless extended, but not thereafter. The settlement date of the Tender Offer will be promptly following the Expiration Date, expected to be no later than three business days following the Expiration Date, or May 26, 2021, unless extended (such date, as the same may be extended, the “Settlement Date”).
Holders of Securities who (i) validly tender their Securities on or prior to the Expiration Date or (ii) deliver a properly completed and duly executed Notice of Guaranteed Delivery at or prior to the Expiration Date and tender their Securities at or prior to 5:00 p.m. (New York City time) on the second business day after the Expiration Date, which is expected to be May 25, 2021, will be eligible to receive US$1,055.75 for each US$1,000 principal amount of Securities (the “Tender Consideration”). In addition to the Tender Consideration, holders whose Securities are accepted for purchase will be paid the accrued and unpaid interest on such Securities to, but not including, the Settlement Date (the “Accrued Coupon Payment”), together with any additional interest. The Tender Consideration and the Accrued Coupon Payment will be payable in cash. Interest will cease to accrue on the Settlement Date for all Securities purchased in the Tender Offer.
Orbia’s obligation to accept and pay for the Securities validly tendered and not validly withdrawn pursuant to the Tender Offer is subject to the satisfaction of certain customary conditions described in the Offer to Purchase, including that Orbia will not be obligated to consummate the Tender Offer upon the occurrence of an event or events or the likely occurrence of an event or events that would or might reasonably be expected to prohibit, restrict or delay the consummation of the Tender Offer or materially impair the contemplated benefits to Orbia of the Tender Offer. These conditions may be waived by Orbia, in whole or in part, at any time and from time to time, in its sole discretion, subject to applicable law. The Tender Offer is not contingent upon the tender of any minimum principal amount of Securities.
Subject to applicable law, the Tender Offer may be amended, extended or, upon failure of a condition to be satisfied or waived prior to the Expiration Date, terminated. If Orbia terminates the Tender Offer, it will give prompt notice to the tender agent for the Tender Offer and all Securities tendered will be returned promptly to the tendering holders thereof. With effect from such termination, any Securities blocked in DTC will be released. Subject to the results of the Tender Offer, we currently intend to send a notice of redemption with respect to any outstanding Securities pursuant to their terms as promptly as practicable following the Settlement Date. This statement of intent shall not constitute a notice of redemption under the indenture.
Holders are advised to check with any bank, securities broker or other intermediary through which they hold Securities as to when such intermediary would need to receive instructions from such holder in order for that holder to be able to participate in, or withdraw their instruction to participate in, a Tender Offer, before the deadlines specified herein and in the Offer Documents. The deadlines set by any such intermediary and DTC for the submission and withdrawal of tender instructions will also be earlier than the relevant deadlines specified herein and in the Offer Documents.
Orbia has retained BBVA Securities Inc. and Morgan Stanley & Co. LLC to act as dealer managers in connection with the Tender Offer (the “Dealer Managers”). D.F. King & Co., Inc. will act as the tender agent and information agent for the Tender Offer.
Any questions or requests for assistance regarding the Tender Offer may be directed to BBVA Securities Inc. at +1 (800) 422 8692 (toll-free) and +1 (212) 728 2446 (collect) and Morgan Stanley & Co. LLC at +1 (800) 624-1808 (toll-free) and +1 (212) 761-1057 (collect). Requests for additional copies of the Offer Documents may be directed to D.F. King & Co., Inc. at + (800) 848-2998 (toll-free) or +(212) 269-5550 (collect). The Offer Documents can be accessed at the following link: www.dfking.com/orbia.
This press release is for informational purposes only. This press release shall not constitute an offer to purchase or sell or the solicitation of an offer to sell or purchase any securities.
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