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Camposol S.A. Announces that Merrill Lynch, Pierce, Fenner & Smith Incorporated has Terminated the Tender Offer and Consent Solicitation for Any and All of Camposol S.A.’s outstanding 10.50% Senior Secured Notes due 2021

Camposol S.A. Announces that Merrill Lynch, Pierce, Fenner & Smith Incorporated has Terminated the Tender Offer and Consent Solicitation for Any and All of Camposol S.A.’s outstanding 10.50% Senior Secured Notes due 2021

PR Newswire

NEW YORK, Feb. 12, 2018 /PRNewswire/ — Camposol S.A. (the “Company“) announced today that Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Offeror” and the “Solicitation Agent“) has terminated the offer to purchase for cash (the “Tender Offer“) any and all of the Company’s outstanding 10.50% Senior Secured Notes due 2021 (CUSIP: 134638A C9, P19189 AC6 / ISIN: US134638AC941, USP19189AC692) (the “Notes“) and a solicitation of consents (the “Consents“) to amend the indenture relating to the Notes (the “Consent Solicitation“), announced by the Company on January 30, 2018.

The Tender Offer and Consent Solicitation were subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement, dated January 30, 2018 (the “Statement“), which contains detailed information concerning the terms of the Tender Offer and the Consent Solicitation. These conditions included, among others, the Financing Condition, which included the pricing of an offering of notes on terms satisfactory to the Company (the “New Offering“).


The Tender Offer and Consent Solicitation are being terminated by the Offeror and Solicitation Agent because the New Offering has been postponed due to market conditions and, as a result, the Financing Condition has not been satisfied.

As a result of the termination, none of the Notes that have been tendered in the Tender Offer will be accepted for purchase and no consideration will be paid or become payable by the Offeror to holders of Notes who have tendered their Notes in the Tender Offer. All Notes previously tendered and not withdrawn will be promptly returned or credited back to their respective holders. All Consents previously delivered and not revoked will be of no effect, and the indenture governing the Notes will not be amended.

The Company engaged Merrill Lynch, Pierce, Fenner & Smith Incorporated as the dealer manager for the Tender Offer and as the solicitation agent authorized to act on the Company’s behalf for the Consent Solicitation. D.F. King & Co., Inc. was engaged as the information and tender agent for the Tender Offer. Persons with questions regarding the termination of the Tender Offer and Consent Solicitation should contact Merrill Lynch, Pierce, Fenner & Smith Incorporated at (888) 292-0070 (toll-free) or (646) 855 8988 (collect) or D.F. King & Co., Inc., by calling toll-free at (800) 884-4725 (banks and brokers may call collect at (212) 269-5550) or by email at camposol@dfking.com.

This press release is for informational purposes only and is not a recommendation, an offer to purchase, or a solicitation of an offer to sell with respect to any securities. The Tender Offer and Consent Solicitation were being made solely pursuant to the Statement. This press release does not constitute a prospectus or an offer within the meaning of article 3 of the Prospectus Directive (Directive 2003/71/EC). This press release has not been submitted to nor approved by any regulatory body.

Forward-Looking Statements

This release and the Statement contain statements which may constitute “forward-looking statements”. These forward-looking statements are not based on historical facts, but instead represent only our belief regarding future events, many of which, by their nature, are inherently uncertain and outside our control. Words such as “anticipate,” “believe,” “estimate,” “approximate,” “expect,” “may,” “intend,” “plan,” “predict,” “target,” “forecast,” “guideline,” “should,” “project” and similar words and expressions are intended to identify forward-looking statements. It is possible that our actual results may differ, possibly materially, from the anticipated results indicated in these forward-looking statements. Forward-looking statements speak only as of the date they were made, and we undertake no obligation to update publicly or revise any forward-looking statements after the date on which they are made in light of new information, future events and other factors.

Cision View original content:http://www.prnewswire.com/news-releases/camposol-sa-announces-that-merrill-lynch-pierce-fenner–smith-incorporated-has-terminated-the-tender-offer-and-consent-solicitation-for-any-and-all-of-camposol-sas-outstanding-1050-senior-secured-notes-due-2021-300597570.html

SOURCE D.F. King & Co., Inc.

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