MEXICO CITY--(BUSINESS WIRE)--Unifin Financiera, S.A.B. de C.V., SOFOM, ENR (“Unifin” or the “Company”), announces that the early tender period in respect of the previously announced cash tender offer and consent solicitation (the “Tender Offer”), for any and all of its outstanding 6.250% Senior Notes due 2019 (CUSIP/ISIN No. 90470V AA1 / P94880 AA2 and US90470VAA17 / USP94880AA25) (the “Notes”) expired on September 21, 2016 at 5:00 P.M., New York City time (the “Early Tender Deadline”). The Company further announced that as of the Early Tender Deadline, the Company had received tenders and consents (not validly withdrawn) from the holders of US$311,672,000 or 85.02% of the total outstanding principal amount of the Notes. The consents received exceeded the amount needed to approve the proposed amendments to the indenture under which the Notes were issued (the “Indenture”).
Based on the receipt of the consents, the Company intends to execute a supplemental indenture (the “Supplemental Indenture”) to the Indenture. The Supplemental Indenture will eliminate the Company’s obligation to comply with substantially all of the covenants contained in the Indenture, remove certain events of default and shorten the minimum notice period to holders required for a redemption from thirty days to six business days prior to the redemption date, with an additional minimum notice of three business days to the Trustee. The Supplemental Indenture will not become operative until the conditions described below have been satisfied and the Company purchases a majority in aggregate principal amount of the outstanding Notes pursuant to the terms of the Tender Offer, which is expected to occur on September 27, 2016 (but subject to change without notice), the expected closing date for the new notes offering referenced below. The Supplemental Indenture will thereafter be binding on the holders of Notes not purchased in the Tender Offer.
The Company has elected to exercise its early purchase option described in the Offer to Purchase and Consent Solicitation Statement, dated September 8, 2016 (the “Offer to Purchase”), relating to the Tender Offer. Holders of Notes who validly tendered and did not validly withdraw their Notes at or prior to the Early Tender Deadline will receive on the Early Payment Date (which is expected to be September 27, 2016 but is subject to change without notice), an amount equal to US$1,050.00 for every US$1,000 principal amount of the Notes validly tendered at or before the Early Tender Deadline and accepted in the Tender Offer, which consists of an amount equal to US$1,020.00 (the “Tender Offer Consideration”) plus an amount equal to US$30 for each US$1,000 principal amount of Notes, plus accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the Early Payment Date. Holders of Notes who validly tender their Notes after the Early Tender Deadline but before the expiration of the Tender Offer will receive only the Tender Offer Consideration of US$1,020.00 per US$1,000 principal amount of Notes validly tendered, plus accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the purchase date therefor.
The Tender Offer for the Notes is scheduled to expire at 12:00 midnight, New York City time, on October 5, 2016 (the “Expiration Time”). Notes tendered after the Early Tender Deadline but prior to the Expiration Time will not receive an early tender payment. Holders of the Notes who tendered their Notes prior to the Early Tender Deadline are entitled to receive an early tender payment of U.S. $30.00 per U.S. $1,000.00 principal amount of the Notes validly tendered and accepted for purchase, in addition to the Tender Offer Consideration of US$1,020.00 per US$1,000 principal amount of Notes validly tendered, plus accrued and unpaid interest.
The Company’s obligation to accept for purchase and to pay for Notes validly tendered and not withdrawn pursuant to the Tender Offer is subject to the satisfaction or waiver of certain conditions, which are more fully described in the Offer to Purchase and Consent Solicitation Statement dated September 8, 2016.
The dealer managers and solicitation agents of the Tender Offer and Consent Solicitation are Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and UBS Securities LLC.
Unifin’s shares are listed in the Bolsa Mexicana de Valores under the ticker “UNIFIN A”.
This document may contain certain forward-looking statements. These statements are non-historical facts, and they are based on the current vision of the Management of Unifin Financiera, S.A.B. de C.V., SOFOM, ENR for future economic circumstances, the conditions of the industry, the performance of the Company and its financial results. The terms "anticipated", "believe", "estimate", "expect", "plan" and other similar terms related to the Company, are solely intended to identify estimates or predictions. The statements relating to the declaration or the payment of dividends, the implementation of the main operational and financial strategies and plans of investment of equity, the direction of future operations and the factors or trends that affect the financial condition, the liquidity or the operating results of the Company are examples of such statements. Such statements reflect the current expectations of the management and are subject to various risks and uncertainties. There is no guarantee that the expected events, trends or results will occur. The statements are based on several suppositions and factors, including economic general conditions and market conditions, industry conditions and various factors of operation. Any change in such suppositions or factors may cause the actual results to differ from expectations.