SÃO PAULO, August 3, 2020 - Odebrecht Engenharia e Construção S.A. (“OEC” and, together with certain of its subsidiaries the “Company”) announced today the results of its previously announced consent solicitation (the “Consent Solicitation”) seeking approval for the filing of an extrajudicial reorganization plan (the “Extrajudicial Reorganization Plan”) in Brazil to restructure the obligations of OEC, CNO S.A. (“CNO”, formerly known as Construtora Norberto Odebrecht S.A.) and OECI S.A. (“OECI”, formerly known as Odebrecht Engenharia e Construção Internacional S.A.) in respect of the (i) 7.00% Senior Notes due 2020, (ii) 5.125% Notes due 2022, (iii) 6.00% Notes due 2023, (iv) 4.375% Notes due 2025, (v) 5.250% Notes due 2029, (vi) 7.125% Notes due 2042, and (vii) 7.500% Perpetual Notes (collectively, the “Existing Notes”), in each case issued by Odebrecht Finance Ltd. (“OFL”) and guaranteed by OEC, CNO and OECI upon the terms and subject to the conditions set forth in the consent solicitation statement dated June 15, 2020 (the “Consent Solicitation Statement” and the restructuring transaction contemplated thereby, the “Restructuring”).

The Company has been advised that holders, eligible to vote pursuant to the terms of the Consent Solicitation, of more than 60% of the aggregate principal amount of Existing Notes outstanding have validly delivered consents in support of the Restructuring. Accordingly, the Company has received the required consents under Brazilian Federal Law No. 11,101/2005, as may be amended from time to time, for the filing of the Extrajudicial Reorganization Plan with the São Paulo Bankruptcy and Reorganization Court and plans to make such filing as soon as reasonably practicable. Once the Extrajudicial Reorganization Plan has been confirmed by the São Paulo Bankruptcy and Reorganization Court and has obtained recognition in the United States under Chapter 15 of the U.S. Bankruptcy Code and subject to the satisfaction of certain terms and conditions set forth in the Extrajudicial Reorganization Plan, the Company will implement the restructuring of the Existing Notes contemplated in the Extrajudicial Reorganization Plan, which will be binding on all holders of Existing Notes.


Marco Siqueira, Chief Executive Officer of the Company, commented, “The approval of OEC’s Extrajudicial Reorganization Plan and related Restructuring by its international creditors is another strong example of trust and confidence given by the market to OEC. Together with new governance, a qualified board of directors, independent board members, centralized financial and compliance directives and new recent awards, OEC is poised to continue providing best-in-class solutions to its clients and ready to re-cement its position as one of the world’s premier engineering and construction firms.”

Epiq Corporate Restructuring, LLC (“Epiq”) acted as the information and tabulation agent for the Consent Solicitation.

THIS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION (I) OF AN OFFER TO BUY ANY SECURITIES IN THE UNITED STATES OR (II) TO VOTE ON ANY RESTRUCTURING PLAN, AND IT DOES NOT CONSTITUTE AN OFFER, SOLICITATION OR SALE 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 SUCH JURISDICTION.  SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES UNLESS THEY ARE REGISTERED OR EXEMPT FROM REGISTRATION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”).  

THIS RELEASE CONTAINS STATEMENTS THAT ARE FORWARD-LOOKING WITHIN THE MEANING OF SECTION 27A OF THE U.S. SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE U.S. SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. FORWARD-LOOKING STATEMENTS ARE ONLY PREDICTIONS AND ARE NOT GUARANTEES OF FUTURE PERFORMANCE. INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING STATEMENTS ARE AND WILL BE, AS THE CASE MAY BE, SUBJECT TO MANY RISKS, UNCERTAINTIES AND FACTORS RELATING TO THE COMPANY THAT MAY CAUSE THE ACTUAL RESULTS TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS EXPRESSED OR IMPLIED IN SUCH FORWARD-LOOKING STATEMENTS. ALTHOUGH THE COMPANY BELIEVES THAT THE EXPECTATIONS AND ASSUMPTIONS REFLECTED IN THE FORWARD-LOOKING STATEMENTS ARE REASONABLE BASED ON INFORMATION CURRENTLY AVAILABLE TO THE COMPANY’S MANAGEMENT, THE COMPANY CANNOT GUARANTEE FUTURE RESULTS OR EVENTS. THE COMPANY EXPRESSLY DISCLAIMS A DUTY TO UPDATE ANY OF THE FORWARD-LOOKING STATEMENTS. NO ASSURANCES CAN BE GIVEN THAT THE COMPANY WILL BE ABLE TO SUCCESSFULLY EXECUTE AND IMPLEMENT AN EXTRAJUDICIAL REORGANIZATION PLAN. 

 

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2020-08-03
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Odebrecht Engenharia e Construção S.A. announced today the results of its previously announced consent solicitation seeking approval for the filing of an extrajudicial reorganization plan in Brazil to restructure the obligations of OEC, CNO S.A. and OECI S.A.

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