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Buenos Aires, Argentina, July 15, 2021 /PRNewswire/ – CLISA (“CLISA” or “Issuer”) announced today that it is beginning to exchange (“Exchange Offer”) any and all outstanding U.S. securities offers (“Exchange Offer”).302,261,086 USD 9.5% senior secured notes due in 2023 (“old secured notes”) and any and all outstanding U.S.29,960,000 USD 9.5% senior unsecured notes due 2023 issued by CLISA and guaranteed by Cliba Ingeniería Urbana SA (“old unsecured notes”) and Benito Roggio e Hijos SA (collectively referred to as the “old notes”), used for CLISA’s upgraded senior secured notes (“new notes”) that will expire in 2027.
The terms and conditions of the exchange offer are described in the exchange offer memorandum and the consent solicitation statement, dated July 15, 2021 (“Exchange Offer Memorandum”).
Due to current concerns about the macroeconomic outlook, CLISA is taking a proactive approach to manage its working capital and liquidity requirements. Argentina, Including high inflation and peso interest rates, currency depreciation, delayed collection of accounts receivable from our public customers due to budget constraints (representing most of our revenue), the impact of the COVID-19 pandemic, and uncertainty regarding finances, currency And infrastructure policies. Through the exchange of offers, CLISA also seeks to maintain its liquidity and improve its financial position in the short to medium term in order to strengthen its activities and business, and to prepare for the challenges and opportunities brought about by the economic recovery. The economy after COVID-19. The construction and operation of infrastructure, as well as the public services provided by CLISA, represent the core of CLISA and its subsidiaries’ vision. In the past few months, this has proven to be of vital importance to society and will continue to attract public attention.
The following table sets out certain information related to the payment terms of the exchange offer:
|
CUSIP / ISIN |
Old banknotes |
Maturity date of the old note |
Total outstanding principal |
Name of the new note to be issued |
Trading price(1) |
Early participation consideration(2) |
|
Old unsecured notes: 20445P AE5/US20445PAE51 (rule 144A) |
9.5% |
7/20/2023 |
29,960,000 USD |
Upgraded senior secured notes due in 2027 |
1,010 USD |
13.50 USD |
|
P3063X AF5/USP3063XAF52 (registered S) |
||||||
|
Old security notes: 20445P AG0/US20445PAG00 (Rule 144A) |
9.5% |
7/20/2023 |
302,261,086 USD |
Upgraded senior secured notes due in 2027 |
1,010 USD |
13.50 USD |
|
P3063X AH1/USP3063XAH19 (registered S) |
||||||
|
(1) |
Old bills per 1,000 dollars. Pay with the principal of the new bill. US$10 per 1,000 US dollars in principal amount is equivalent to the partial capitalization of accrued and unpaid interest under the existing old notes on the exchange date (as defined below). |
|
|
(2) |
Old bills per 1,000 dollars. Payment in cash corresponds to the unpaid accrued interest of the old bill on the exchange date. |
|
According to the terms and conditions specified in the exchange offer memorandum, each holder (“holder”) of the old bill that is validly bidding before the expiry date (see below) will receive the specified exchange price in the above table .
Holders who have effectively submitted their old notes before and granted their consent (see below for definition) and instructions 9:00 AM, New York City Time in July 282021 (the date and time, if the issuer may be extended, “early participation date”) and has not been effectively withdrawn or revoked and accepted by CLISA will be entitled to the above table, paid in cash August 17, 2021 (“Exchange Date”).
Holders who participate in the exchange offer by effectively bidding on the old bills and giving their consent before the early participation date will not receive the payment under the old bills other than the early participation consideration, and therefore irrevocably waived when delivering their old bills Any right to require any issuer and guarantor to pay any other payments, including the right to obtain the balance of accrued and unpaid interest on such old bills as of the date of exchange. Holders who participate in the exchange offer by effectively bidding on old bills and giving their consent before the expiry date but after the early participation date will not receive any accrued amounts…
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