Core Viewpoint - Embraer S.A. has announced cash tender offers for its outstanding senior unsecured guaranteed notes, specifically the 6.950% notes due 2028 and the 7.000% notes due 2030, with the consideration payable detailed in the offer [1][2]. Offer Details - The offers are made under the terms set forth in the offer to purchase dated September 22, 2025, and amended on September 23, 2025, and October 6, 2025 [2]. - The total consideration for the notes validly tendered includes an early tender payment of US$50.00 per US$1,000 principal amount [5][7]. - The offers are scheduled to expire at 5:00 p.m. New York City time on October 21, 2025, unless extended [11]. Financial Information - The principal amounts for the 2028 Notes and 2030 Notes are US$329,254,000 and US$750,000,000 respectively, with amounts accepted for purchase being US$134,404,000 and US$465,741,000 [3]. - The reference yield for the 2028 Notes is 4.250% and for the 2030 Notes is 3.625% [3]. - The total consideration payable per US$1,000 principal amount of notes is calculated based on the applicable fixed spread and yield from the reference U.S. Treasury Security [8]. Settlement and Priority - Holders of the notes that validly tendered by the early tender date will receive total consideration and accrued interest on the early settlement date, expected on October 7, 2025 [9]. - The maximum tender amount for the offers is set at US$1,000,000,000, subject to adjustments by the offeror [12]. - In case of oversubscription, the acceptance of notes will follow a specified order of priority [13]. New Notes Offering - On September 22, 2025, Embraer Finance priced an offering of US$1,000,000,000 aggregate principal amount of 5.400% senior unsecured notes due 2038, intended to be exchanged for the notes purchased in the tender offer [10].
Announcement by Embraer S.A. of Consideration of Offers to Purchase for Cash Certain Outstanding Securities Listed Below