(CUSIP NOS. 03965U AC4 / G0457F AC1; ISINs
US03965UAC45 / USG0457FAC17)
Arcos Dorados Holdings Inc. (NYSE: ARCO) (“Arcos Dorados” or the
“Company”) today announced that it has extended the expiration
deadline of its previously announced offer to purchase for cash any
and all of its outstanding 5.875% Notes due 2027 (the “Notes”) (the
“Offer”).
The Offer was previously scheduled to expire at 8:00 a.m., New
York City time, on January 23, 2025 and will instead expire at 5:00
p.m., New York City time, on January 23, 2025 (the “Expiration
Time”), unless further extended or early terminated by Arcos
Dorados. If a holder of a Note has already validly tendered and not
validly withdrawn Notes pursuant to the original Offer, such holder
of Notes is not required to take any further action with respect to
such Notes and such tender constitutes a valid tender for purposes
of the Offer, as amended by this press release.
As of 8:00 a.m., New York City time, on January 23, 2025,
$130,115,000 in aggregate principal amount of Notes outstanding
have been validly tendered and not validly withdrawn pursuant to
the Offer.
Holders of Notes who have not already done so may validly tender
their Notes until the Expiration Time (as extended by this
announcement). The Withdrawal Deadline was previously scheduled to
expire at 8:00 a.m. New York City time, on January 23, 2025, and
will instead expire at 5:00 p.m. New York City time, on January 23,
2025. Holders of Notes who validly tender their Notes on or before
the Expiration Time are eligible to receive the Consideration in
connection with any such Notes accepted for tender.
The obligation of Arcos Dorados to purchase Notes in the Offer
is conditioned on the satisfaction or waiver of certain conditions,
including, without limitation, the Financing Condition, described
in the Offer Documents. Arcos Dorados reserves the right, in its
sole discretion, to amend or terminate the Offer at any time.
The Offer is being made in connection with a proposed offering
of U.S. dollar denominated senior notes (the “New Notes”) to be
issued by Arcos Dorados B.V., a subsidiary of Arcos Dorados (the
“Proposed New Notes Offering”). The Proposed New Notes Offering
will be exempt from the registration requirements of the U.S.
Securities Act of 1933, as amended.
The offering of New Notes was announced on January 17, 2025.
Tendering Holders who wish to tender their Notes for cash and also
subscribe for the New Notes should quote a unique identifier code
corresponding to the New Notes being subscribed (“Unique Identifier
Code”), which can be obtained by contacting any of the Dealer
Managers, in their acceptance to DTC through the DTC Automated
Offer Program (“ATOP”) or Electronic Acceptance Instruction. A
Unique Identifier Code is not required for a Holder to tender its
Notes, but if a tendering Holder wishes to subscribe for the New
Notes, such Holder should obtain a Unique Identifier Code from a
Dealer Manager and enter the Unique Identifier Code in its
ATOP.
Arcos Dorados will review tender instructions received on or
prior to the pricing date of the New Notes, and may give priority
to those investors tendering with Unique Identifier Codes in
connection with the allocation of New Notes. However, no assurances
can be given that any Holder that tenders its Notes will be given
an allocation of New Notes at the levels it may subscribe for, or
at all.
The Company reserves the right, in its sole and absolute
discretion, to extend, withdraw, terminate or amend the terms and
conditions of the Offer at any time for any reason.
The information and tender agent for the Offer is Global
Bondholder Services Corporation. To contact the information and
tender agent, banks and brokers may call +1 (212) 430-3774, and
others may call U.S. toll-free: +1 (855)-654-2015 or email
contact@gbsc-usa.com. Additional contact information is set forth
below.
By Mail, Hand or Overnight
Courier
65 Broadway – Suite 404
New York, NY 10006
Attention: Corporate Actions
By Facsimile
Transmission
+1 (212) 430-3775/3779
Attention: Corporate Actions
Confirmation by
Telephone
+1 (212) 430-3774
Toll free: +1 (855) 654-2015
E-mail
contact@gbsc-usa.com
Copies of each of the Offer Documents are available at the
following web address: https://www.gbsc-usa.com/arcos/
Any questions or requests for assistance or for additional
copies of this notice may be directed to the Dealer Managers at
their respective telephone numbers set forth below or, if by any
Holder, to such Holder’s broker, dealer, commercial bank, trust
company or other nominee for assistance concerning the Offer.
The Dealer Managers for the Offer are:
BBVA Securities Inc.
Citigroup Global Markets
Inc.
Itau BBA USA Securities,
Inc.
J.P. Morgan Securities
LLC
Santander US Capital Markets
LLC
Two Manhattan West,
375 9th Ave, 9th Floor,
New York, NY 10001
United States
388 Greenwich Street,
Trading 4th Floor
New York, NY 10013
United States
599 Lexington Avenue, 34th
Floor,
New York, NY 10022
United States
383 Madison Avenue, 6th Floor New
York, NY 10179
United States
437 Madison Avenue
New York, NY 10022
United States
Attn: Liability Management
Attn: Liability Management
Group
Attn: Debt Capital Markets
Attn: Latin America Debt Capital
Markets
Attn: Liability Management
E-mail:
liabilitymanagement@bbva.com
E-mail:
ny.liabilitymanagement@citi.com
E-mail:
AmericasLM@santander.us
Collect: (212) 728-2446
Toll-Free: +1 (800) 422-8692
Collect: +1 (212)-723-6106
Toll-Free: +1 (800) 558-3745
Collect: +1 (212) 710-6749
Toll Free: +1 (888) 770-4828
Collect: +1 (212) 834-7279
Toll Free: +1 (866) 846-2874
Collect: +1(212) 350-0660
Toll Free: +1(855) 404-3636
This notice does not constitute or form part of any offer or
invitation to purchase, or any solicitation of any offer to sell,
the Notes or any other securities in the United States or any other
country, nor shall it or any part of it, or the fact of its
release, form the basis of, or be relied on or in connection with,
any contract therefor. The Offer is made only by and pursuant to
the terms of the Offer Documents, and the information in this
notice is qualified by reference to the Offer and the Notice of
Guaranteed Delivery. None of Arcos Dorados, the Dealer Managers or
the information and tender agent makes any recommendation as to
whether Holders should tender their Notes pursuant to the
Offer.
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About Arcos Dorados
Arcos Dorados is the world’s largest independent McDonald’s
franchisee, operating in Latin America and the Caribbean. It has
the exclusive right to own, operate and grant franchises of
McDonald’s restaurants in 20 Latin American and Caribbean countries
and territories with more than 2,400 restaurants, operated or
franchised by the Company or by its sub-franchisees, that together
employ more than 100,000 people (as of 09/30/2024). The Company is
also committed to the development of the communities in which it
operates, to providing young people their first formal job
opportunities and to utilize its Recipe for the Future to achieve a
positive environmental impact. Arcos Dorados is listed for trading
on the New York Stock Exchange (NYSE: ARCO). To learn more about
the Company, please visit the Investors section of our website:
www.arcosdorados.com/ir.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20250123424847/en/
Investor Relations Contact Dan Schleiniger VP of Investor
Relations Arcos Dorados daniel.schleiniger@mcd.com.uy
Media Contact David Grinberg VP of Corporate
Communications Arcos Dorados david.grinberg@mcd.com.uy
Arcos Dorados (NYSE:ARCO)
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Arcos Dorados (NYSE:ARCO)
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