CORURIPE NETHERLANDS B.V. ANNOUNCES SUCCESSFUL RESULTS OF CONSENT SOLICITATION

AMSTERDAM, Dec. 15, 2023 /PRNewswire/ — Coruripe Netherlands B.V. (the “Issuer”), a private limited liability company (besloten vennootschap met beperkte aansprakelijkheid), organized under the laws of the Netherlands, announces the successful results of its previously announced solicitation of consents (“Consents”) (the “Consent Solicitation”) with respect to its outstanding US$300,000,000 aggregate principal amount of 10.000% senior secured notes due 2027 (the “Notes”), issued by the Issuer and guaranteed by S.A. Usina Coruripe Açúcar e Álcool (“Usina Coruripe”) and GTW Agronegócios S.A. (“GTW” and, together with Usina Coruripe, the “Guarantors”).

As of 5:00 p.m., New York City time, on December 14, 2023 (the “Expiration Date”), holders of a majority in aggregate principal amount outstanding of the Notes had validly delivered and not validly revoked their Consents to certain proposed amendments to the indenture governing the Notes (the “Proposed Amendments”), upon the terms and conditions described in the Consent Solicitation Statement, dated December 7, 2023 (the “Statement”). 

As a result, the Proposed Amendments are expected to become effective upon the execution of the supplemental indenture governing the Notes, to be dated on or about December 18, 2023, between the Issuer, the Guarantors, the trustee and the collateral agent (the “Supplemental Indenture”). The Supplemental Indenture reflecting the Proposed Amendments will be effective and operative immediately upon execution thereof as to all holders, whether or not a holder delivered a Consent pursuant to the Consent Solicitation.

The revocation deadline for the Consent Solicitation has passed and therefore Consents that have been validly delivered can no longer be revoked. On the settlement date for the Consent Solicitation, which is expected to be on or about December 18, 2023, the Issuer will make a consent payment of US$2.50 per US$1,000 principal amount of Notes that represents the Consents validly delivered and not validly revoked on or prior to the Expiration Date.

Any questions regarding the consent payment should be directed to D.F. King & Co., Inc., the information agent, tabulation agent and paying agent for the Consent Solicitation, at +1 (800) 591-8263 (toll free), +1 (212) 269-5550 (collect) or coruripe@dfking.com.

Neither the Statement nor any documents related to the Consent Solicitation have been filed with, and have not been approved or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Statement or any documents related to the Consent Solicitation, and it is unlawful and may be a criminal offense to make any representation to the contrary.

Important Notice Regarding Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements are information of a non-historical nature or that relate to future events and are subject to risks and uncertainties. Neither the Issuer nor the Guarantors undertakes any obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

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SOURCE Coruripe Netherlands B.V.