Coca-Cola FEMSA, S.A.B. de C.V. Announces Initial Tender Results, Consent Solicitation Termination and Initial Settlement for Its Previously Announced Tender Offer and Consent Solicitation
January 21, 2020 at 01:55 pm
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Coca-Cola FEMSA, S.A.B. de C.V. announced the initial tender results for its previously announced offer to purchase for cash (the Offer) any and all of its outstanding 3.875% Senior Notes due 2023 (the Old Notes) and termination of the related solicitation of consents (the Consents) from holders of Old Notes (the Consent Solicitation) to certain amendments to the indenture governing the Old Notes (the Indenture). The Offer is being, and the Consent Solicitation was, made pursuant to the offer to purchase and consent solicitation statement dated January 6, 2020 (as amended and supplemented from time to time, the Statement), which set in more detail the terms and conditions of the Offer and the Consent Solicitation. As a result of KOF's acceptance for purchase of all $501,792,000 principal amount of its Old Notes tendered at or prior to the Consent Payment and Withdrawal Deadline, holders of at least a majority of the outstanding principal amount of Old Notes have provided Consents to (i) reduce the optional redemption notice periods as they apply to the Old Notes from 45 days in the case of the notice to the trustee under the Indenture (the Trustee) and between 30 and 60 days in the case of the notice to holders, in each case, to three (3) business days (the Amendment), and (ii) execute and deliver a supplemental indenture to the Indenture in order to effect the Amendment. The initial settlement date on which (i) KOF will make the payment for the Old Notes tendered in the Offer at or prior to the Consent Payment and Withdrawal Deadline and accepted for purchase, and (ii) KOF and the Trustee will execute the supplemental indenture to the Indenture in order to effect the Amendment, is expected to be January 22, 2020 (the Initial Settlement Date). The Amendment will become operative concurrently with the execution of such supplemental indenture, provided that all the Old Notes validly tendered on or prior to the Consent Payment and Withdrawal Deadline and accepted for purchase are so purchased by KOF pursuant to the Offer on the Initial Settlement Date. Holders of Old Notes that validly tendered on or prior to the Consent Payment and Withdrawal Deadline and whose Old Notes have been accepted for purchase by KOF are entitled to receive the Total Consideration, which includes a consent payment (the Consent Payment) equal to $30.00 per $1,000 principal amount of Old Notes tendered and accepted for purchase, and to receive accrued and unpaid interest on such Old Notes from the last interest payment date to, but excluding, the Initial Settlement Date, and additional amounts thereon, if any. Old Notes that have been validly tendered (and not validly withdrawn) on or prior to the Consent Payment and Withdrawal Deadline, cannot be withdrawn, except as may be required by applicable law. The Offer will expire at 11:59 p.m., New York City time, on February 3, 2020 (the Offer Expiration Time). Holders who tender Old Notes after the Consent Payment and Withdrawal Deadline but on or prior to the Offer Expiration Time and whose Old Notes are accepted for purchase will be entitled to receive (i) the purchase price of $1,045.87 per $1,000 principal amount of Old Notes, which is equal to the Total Consideration minus the Consent Payment, and (ii) accrued and unpaid interest on their accepted Old Notes from the last interest payment date to, but excluding, the final settlement date.
Coca-Cola FEMSA, S.A.B. de C.V. is a franchise bottler of Coca-Cola trademark beverages across the world. The Company and its subsidiaries are engaged in the production, distribution and marketing of certain Coca-Cola beverages. It is also engaged in acquiring, holding and transferring all types of bonds, shares and marketable securities. The Company's segments include Mexico and Central America division, which comprises Mexico (including corporate operations), Guatemala, Nicaragua, Costa Rica and Panama; the South America division, which consists of Brazil, Argentina and Colombia; Venezuela, which operates in an economy with exchange control and hyper-inflation, and the Asian division, which consists of the Company's equity method investment in Coca-Cola FEMSA Philippines, Inc. The Coca-Cola trademark beverages include sparkling beverages (colas and flavored sparkling beverages), waters and still beverages (including juice drinks, coffee, teas, milk, dairy and isotonic drinks).
Coca-Cola FEMSA, S.A.B. de C.V. Announces Initial Tender Results, Consent Solicitation Termination and Initial Settlement for Its Previously Announced Tender Offer and Consent Solicitation