SÃO PAULO, April 17, 2024 /PRNewswire/ -- Unigel Participações S.A and its subsidiaries ("Company" or "Unigel") hereby informs the market in general that, following conversations with certain holders of Unigel's unsecured senior notes due 2026 issued by Unigel Luxembourg S.A. that are in support of the EJ Plans (as defined below) (the "Original Signatory Creditors") and other stakeholders, the Company has reached an agreement on the main commercial terms (the "Detailed Commercial Terms") related to the two consensual extrajudicial reorganization (recuperação extrajudicial) plans filed on February 20, 2024 (the "EJ Plans") with the 2nd Bankruptcy State Court for the São Paulo District of the State of São Paulo (the "EJ Court"). The Detailed Commercial Terms are an important step towards the goal of obtaining the support of creditors required for the confirmation of the EJ Plans.
This further milestone in the extrajudicial reorganization process reinforces both Unigel's and the Original Signatory Creditors' commitment in improving Unigel's capital structure for the benefit of all stakeholders.
The parties are confident that the clarity provided by the Detailed Commercial Terms will assist in the process of obtaining the required approval of the EJ Plans, as required under Brazilian Bankruptcy Law. The EJ Plans will then be considered by the EJ Court and, after confirmed, will require recognition by the United States Bankruptcy Court for the Southern District of New York.
In addition, the Company agreed to publicly disclose material non-public information that has been provided to the Original Signatory Creditors. The term sheet memorializing the Detailed Commercial Terms and such additional information are publicly available on Unigel's Investor Relations website at https://ri.unigel.com.br/en/restructuring-plan/.
The consummation of the EJ Plans is subject to the satisfaction of the closing conditions therein and, among other things, the adhesion of the majority of the credits affected by the EJ Plans held against each of the debtors of such EJ Plans, and confirmation of the EJ Plans by the EJ Court pursuant to a final order.
For more information, please contact: [email protected].
DISCLAIMER
FORWARD LOOKING STATEMENTS: Certain information contained in this press release may contain forward looking statements within the meaning of applicable securities laws. The use of any of the words "continue", "plan", "propose", "would", "will", "believe", "expect", "position", "anticipate", "improve", "enhance" and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this document may contain forward-looking statements concerning: key terms of the restructuring; the expected process and timing for implementing the restructuring; the deadlines for submitting proxies and voting instructions; the scheduling of the creditors' meeting; the relief to be sought in by Unigel in the proceedings in respect of the EJ Plans; the completion of the restructuring, including with respect to obtaining any necessary approvals and satisfying any conditions and the expected timing thereof; the public posting of materials and information related to the restructuring; and the effect of the restructuring.
Forward-looking statements necessarily involve risks, including, without limitation, risks associated with the ability of Unigel to implement the restructuring on the terms described in this press release, the ability of Unigel to receive all necessary court, third party and stakeholder approvals in order to complete the transaction; the ability of Unigel to operate in the ordinary course during the proceedings, including with respect to satisfying obligations to service providers, suppliers, contractors and employees; the ability of Unigel to continue as a going concern; the ability of Unigel to continue to realize its assets and discharge its liabilities and commitments; Unigel's future liquidity position and access to capital to fund ongoing operations and obligations (including debt obligations); and the ability of Unigel to stabilize its business and financial condition.
Although Unigel bases its forward-looking statements on assumptions believed to be reasonable when made, they are not guarantees of future performance and actual results of operations, financial condition and liquidity, and developments in the industry in which Unigel operates, may differ materially from any such information and statements in this news release. Other unknown or unpredictable factors also could harm Unigel's future results. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this news release are made only as at the date hereof. Unigel does not intend, and does not assume any obligation, to update these forward-looking statements, except as required by law.
THIS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES IN THE UNITED STATES 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. 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").
THE DETAILED COMMERCIAL TERMS, THE EJ PLANS AND THEIR ATTACHMENTS ARE NOT AN OFFER OR ACCEPTANCE WITH RESPECT TO ANY SECURITIES OR A SOLICITATION TO PURCHASE ANY SECURITIES OR AN ACCEPTANCE OF THE DETAILED COMMERCIAL TERMS OR THE EJ PLANS PROPOSED IN CONNECTION WITH ANY INSOLVENCY PROCEEDING AND ANY SUCH OFFER OR SOLICITATION WILL COMPLY WITH ALL APPLICABLE SECURITIES LAWS AND ANY OTHER APPLICABLE LAW.
SOURCE Unigel
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