SÃO PAULO, Feb. 7, 2025
/PRNewswire/ -- Embraer S.A. ("Embraer") (NYSE: ERJ/B3:
EMBR3) announced today that its indirect subsidiary, Embraer
Netherlands Finance B.V. ("Embraer Finance"), has priced an
offering of US$650,000,000 in
aggregate principal amount of 5.980% notes due 2035 (the "Notes"),
at an issue price of 99.688% of principal amount, guaranteed by
Embraer. The Notes have been registered under the U.S. Securities
Act of 1933, as amended (the "Securities Act") and are expected to
be listed on the New York Stock Exchange. Closing is expected to
occur on February 11, 2025.
Embraer expects to use the net proceeds from the offering to
purchase notes that are tendered in connection with concurrent
tender offers announced on February 5,
2025, to purchase for cash any and all outstanding 5.400%
senior unsecured guaranteed notes due 2027 and up to US$150,000,000 in aggregate principal amount of
outstanding 6.950% senior unsecured guaranteed notes due 2028,
issued by Embraer Finance, and guaranteed by Embraer, subject to
the terms and conditions of the concurrent tender offers, and the
remainder of the net proceeds, if any, for general corporate
purposes.
Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P.
Morgan Securities LLC, Morgan Stanley & Co. LLC and PNC Capital
Markets LLC are acting as global coordinators and joint bookrunners
for the Notes, and BofA Securities, Inc., Banco Bradesco BBI S.A.,
Credit Agricole Securities (USA)
Inc. and Santander US Capital Markets LLC are acting as joint
bookrunners for the Notes.
Embraer has filed a registration statement (including a
prospectus) with the U.S. Securities and Exchange Commission (the
"SEC") for the offering of the notes. Before you invest, you should
read the prospectus and related prospectus supplement and other
documents that Embraer has filed with the SEC for more complete
information about Embraer and the offering. You may get these
documents for free by visiting EDGAR on the SEC website at
www.sec.gov. Copies of the prospectus and related prospectus
supplement relating to the offering may also be obtained by calling
Citigroup Global Markets Inc. at +1 (800) 831-9146 (US toll
free), Goldman Sachs & Co. LLC at +1 (866) 471-2526 (US
toll free), J.P. Morgan Securities LLC at +1 (866) 834-4666 (US
toll free), Morgan Stanley & Co. LLC at +1 (866) 718-1649 (US
toll free), PNC Capital Markets LLC at +1 (855) 881-0697 (US toll
free), BofA Securities, Inc. at +1 (800) 294-1322 (US toll free),
Banco Bradesco BBI S.A. at +1 (646) 432-6642 (US toll free), Credit
Agricole Securities (USA) Inc. at
+1 (866) 807-6030 (US toll free) and Santander US Capital Markets
LLC at +1 (855) 403-3636 (US toll free).
This press release does not constitute an offer to sell or
the solicitation of an offer to buy the Notes or any other
securities and shall not constitute an offer, solicitation or sale
in any jurisdiction in which, or to any person to whom, such an
offer, solicitation or sale is unlawful.
This press release may contain forward-looking statements within
the meaning of Section 27A of the Securities Act and Section 21E of
the U.S. Securities Exchange Act of 1934, as amended.
Forward-looking information involves important risks and
uncertainties that could significantly affect anticipated results
in the future, and, accordingly, such results may differ from those
expressed in any forward-looking statements.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
Date: February 6, 2025
Embraer S.A.
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By:
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/s/ Antonio Carlos
Garcia
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Name:
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Antonio Carlos
Garcia
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Title:
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Executive Vice
President of
Finance and Investor Relations
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SOURCE Embraer S.A.