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Arcos Dorados Holdings Inc. (NYSE:ARCO) (“Arcos Dorados” or the “Company”), announced today the pricing of US$375,000,000 aggregate principal amount of 6.625% Senior Notes due 2023 to be issued by the Company (the “Notes”). The Notes will be issued at a price of 100.909%. The Notes mature on September 27, 2023 and will be guaranteed on a senior unsecured basis by certain of the Company’s subsidiaries. The Notes were offered in a private placement to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-US persons in accordance with Regulation S under the Securities Act.
The Company also expects to issue an additional US$98,225,000 aggregate principal amount of Notes (which are expected to be fully fungible with and trade under the same CUSIPs as the Notes that were priced today) in exchange for Arcos Dorados B.V.’s outstanding 7.50% Senior Notes due 2019 (the “2019 Existing Notes”) pursuant to the Company’s previously announced exchange offer (the “Exchange Offer”).
The settlement of the Notes offering (including any Notes issued pursuant to the Exchange Offer) is expected to take place on September 27, 2013, subject to customary closing conditions.
The proceeds from the Notes offering will be used by the Company to pay the principal and premium in connection with the Company’s previously announced tender offer to purchase any and all of the 2019 Existing Notes, to repay certain short-term and other indebtedness, to unwind a cross-currency interest rate swap and for general corporate purposes (including possible capital expenditures depending on cash availability at year-end).
This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor will there be any sale of these securities, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or jurisdiction. The Notes and related guarantees have not been registered under the Securities Act, or any applicable state securities laws, and will be offered only to qualified institutional buyers pursuant to Rule 144A promulgated under the Securities Act and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. Unless so registered, the Notes and related guarantees may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and any applicable state securities laws.