IUSA Announces Final Tender Results and Acceptance of Tenders in Exchange Offer

MEXICO CITY--(BUSINESS WIRE)--Industrias Unidas, S.A. de C.V. (“IUSA” or the “Company”), a Mexican diversified industrial company, today announced the expiration and final results of the previously announced offer to exchange (the “Exchange Offer”) any and all of its outstanding Series A and Series B 9% Senior Secured Notes due 2023 (the “Old Notes”) for its New Series A and New Series B 9% Senior Secured Variable Coupon Notes due 2027 (the “New Notes”).

The Exchange Offer, which was made pursuant to the Information Memorandum dated November 21, 2019 (the “Exchange Information Memorandum”), expired at 5:00 P.M., New York City time, on January 22, 2020 (the “Final Expiration Date”).

Epiq Corporate Restructuring, the information and exchange agent for the Exchange Offer (the “Information and Exchange Agent”), has advised the Company that as of the Final Expiration Date, approximately 95.6% of Old Notes had been validly tendered and not validly withdrawn pursuant to the Exchange Offer.

The Company also announced today that, in accordance with the terms and conditions of the Exchange Offer, it has accepted for exchange all of the Old Notes validly tendered as of the Final Expiration Date.

The Company anticipates settlement of the Exchange Offer on January 29, 2020, at which time it will issue approximately $250,467,961 principal amount of its New Notes and pay approximately $11,325,650 in cash to redeem the outstanding Old Notes.

The complete terms and conditions of the Exchange Offer are described in the Exchange Information Memorandum, copies of which may be obtained by eligible holders of the Old Notes by contacting the Information and Exchange Agent at 777 Third Avenue, 12th Floor, New York, New York 10017 Attn: IUSA Processing, [phone] or [phone], [e-mail] (please reference “IUSA” in the subject line).

The New Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements, and will therefore be subject to substantial restrictions on transfer.

The Company intends to rely on Section 3(a)(9) of the Securities Act to exempt the offering, issuance and distribution of the New Notes and the subsidiary guarantees thereunder pursuant to the Exchange Offer from the registration requirements of the Securities Act and of any state securities or “blue sky” laws.

This announcement is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy the New Notes nor an offer to purchase Old Notes. The Exchange Offer is being made solely by means of the Exchange Information Memorandum.

About IUSA

Formed in 1939, IUSA is one of Mexico’s largest diversified industrial groups, manufacturing copper-based and electrical products for the housing and electrical power markets primarily in the U.S. and Mexico.

Forward-Looking Statements

This release contains certain forward-looking statements regarding the future events or the future financial performance of IUSA. These statements reflect management’s current views with respect to future events or financial performance, and are based on management’s current assumptions and information currently available and are not guarantees of the Company’s future performance. The timing of certain events and actual results could differ materially from those projected or contemplated by the forward-looking statements due to a number of factors including, but not limited to those inherent to operating in a highly regulated industry, strong competition, commercial and financial execution and economic conditions, among others.