Milbank, Tweed, Hadley & McCloy LLP represented Cencosud S.A. (Chile) in a debt refinancing transaction, including the issuance of $1 billion of 4.375% senior notes due 2027 in a Rule 144A and Regulation S offering, and tender offers for up to $750 million aggregate principal amount of Cencosud’s existing 5.5% Senior Notes due 2021 and 4.875% Senior Notes due 2023.
A portion of the proceeds from the new issuance were used to fund the repurchase of notes in the tender offers, which were structured as an any and all tender offer for the 2021 Notes and a capped tender offer for the 2023 Notes. The tender offers were structured such that any and all of the valid tenders of 2021 Notes would be accepted for purchase before the acceptance of valid tenders of any of the 2023 Notes. The tender offer for the 2023 notes was up to a capped amount of $750 million less the principal amount of 2021 notes validly tendered and accepted for purchase in the tender offers.
Cencosud operates a combination of popular department stores, home improvement and hardware stores, shopping centers and supermarkets, primarily in Chile, Argentina, Brazil, Peru and Colombia.
The Milbank deal team was led by Global Capital Markets partner Marcelo Mottesi, along with special counsel Sam Badawi, and associates Kaveh Namazie, Mojdeh Pourmahram and Jillian Martynec. The team also included Tax partner Andrew Walker and associate David Hanno.
Mr. Mottesi, head of Milbank’s Global Capital Markets practice and co-head of the firm’s Latin America Group, said: “Milbank is pleased to once again represent Cencosud on another milestone transaction.”
Milbank has previously advised the company on several significant transactions, including its $450 million secondary international offering in 2016, its 2015 two-tranche $1 billion global debt offering pursuant to Rule 144A and Regulation S and its 2012 NYSE IPO and subsequent acquisition of Carrefour assets in Colombia.
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