Milbank LLP advised FS Indústria de Biocombustíveis Ltda. (“FS Bio”) and its subsidiaries, in connection with the offering of US$500 million 8.875% senior notes due 2031, based on Rule 144A/Regulation S (“Green Bonds”), and with the concurrent cash tender offer for any and all of FS Bio’s 10.00% senior notes due 2025 (“2025 Notes”) and the consent solicitation to remove collateral and restrictive covenants under the indenture governing the 2025 Notes. FS Bio is one of the largest corn-based ethanol producers in Brazil and one of the largest low-cost, low-carbon producers of biofuels, animal nutrition products and renewable energy in Brazil.
The Green Bonds were issued by FS Luxembourg S.à.r.l. and are unconditionally and irrevocably guaranteed by FS Bio and FS I Indústria de Etanol S.A. (together with their respective subsidiaries, the “FS Group”). The proceeds from the offering will be used by the FS Group to (i) finance or refinance projects related to bioenergy, which are projects related to the production of hydrous and anhydrous corn-ethanol biofuel, including the development, construction, operation and maintenance of biofuel production facilities or the purchase of corn feedstock for biofuel production, and (ii) to fund the concurrent tender offer and consent solicitation for the 2025 Notes.
The Milbank team advising FS Bio was led by partners Marcelo Mottesi (Corporate Finance and Securities, New York) and Fabiana Sakai (Corporate Finance and Securities, São Paulo) and included partners Andrew Walker (Tax, New York), Joel Krasnow (Executive Compensation and Employee Benefits, New York) and Catherine Leef Martin (Alternative Investments, New York), as well as special counsel Megha Kalbag (Alternative Investments, New York), and associates Alexia Raad (Corporate Finance and Securities, São Paulo), Amanda Borges (Corporate Finance and Securities, New York), Caio Junqueira de Brito (Corporate Finance and Securities, São Paulo) and Michelle Song (Tax, New York).
