SÃO PAULO, Oct. 9, 2020
/PRNewswire/ -- Natura &Co (NYSE: NTCO and B3: NTCO3)
today announced that it priced a global offering of the total
121,400,000 common shares for approximately R$5.6 billion (US$1.0
billion) at a public offering price of R$46.25 per share or US$16.4591 per ADS. The global offering consists
of (i) an international offering of common shares, including in the
form of American Depositary Shares ("ADSs"), in the United States and elsewhere outside of
Brazil by the international
underwriters and (ii) a concurrent offering of common shares in
Brazil. ADSs represent two common shares of Natura
&Co.
Natura &Co intends to use the net proceeds of this offering
to: (1) support investments to accelerate our growth over the next
three years aimed at shaping the future in a more sustainable and
inclusive way, primarily in the following strategic areas: (a)
Avon integration and turnaround,
focusing on a new commercial model, innovation and brand
rejuvenation; (b) digitalization of the business by expanding
social selling, including new features and services; (c) geographic
opportunities leveraging existing footprint; and (d) 2030
Commitment to Life agenda, mainly related to Carbon net Zero
Program, progressing in circularity of our packaging and
ingredients and developing a more diverse and inclusive workforce
while improving quality of life of our network; and (2) optimize
our capital structure by accelerating deleveraging and reducing our
U.S. dollar-denominated debt and eliminating restrictive
covenants.
The global offering is expected to close on or about
October 14, 2020, subject to
customary closing conditions.
The offering is being conducted pursuant to a registration
statement on Form F-3 filed on October 1,
2020 with the U.S. Securities and Exchange Commission, or
the SEC, which automatically became effective upon filing, and a
preliminary prospectus supplement (including accompanying
prospectus) previously filed with the SEC on October 1, 2020. The registration statement on
Form F-3 and the preliminary prospectus supplement (including the
accompanying prospectus) may be accessed through the SEC's website
at www.sec.gov. The final prospectus supplement (including the
accompanying prospectus) will be filed with the SEC and will be
available on the SEC's website at www.sec.gov.
BofA Securities, Morgan Stanley, Bradesco Securities, Inc.,
Citigroup, and Itau BBA USA
Securities, Inc. are serving as international underwriters with
respect to the offering of the ADSs and as placement agents on
behalf of the Brazilian placement agents with respect to the
placement of common shares sold outside of Brazil, not in the form of ADSs. When
available, a copy of the final prospectus supplement (including
accompanying prospectus) relating to the offering may be obtained
from BofA Securities, Attention: Prospectus Department,
NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, or by emailing
dg.prospectus_requests@bofa.com; Morgan Stanley, Attention:
Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014; Bradesco Securities,
Inc., Attention: 450 Park Avenue, New
York, New York 10022; Citigroup, Attention: c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or by telephone at
1-800-831-9146; and Itau BBA USA
Securities, Inc., Attention: 540 Madison Avenue 24th Floor,
New York, New York 10022,
Attention: Equity Sales Desk, or by telephone: 1-212-710-6756, or
by emailing roadshowdesk@itaubba.com.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein,
nor will there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Natura &Co
Natura &Co is a global, purpose-driven, multi-channel and
multi-brand cosmetics group which includes Avon, Natura, The Body Shop and Aesop. Natura
&Co posted net revenues of R$ 14.4
billion in 2019 and R$32.9
billion on a proforma basis, including Avon. The four companies that form the group
are committed to generating positive economic, social and
environmental impact. For 130 years Avon has stood for women: providing
innovative, quality beauty products which are primarily sold to
women, through women. Founded in 1969, Natura is a Brazilian
multinational in the cosmetics and personal care segment, leader in
direct sales. Founded in 1976 in Brighton, England, by Anita Roddick, The Body Shop is a global beauty
brand that seeks to make a positive difference in the world. The
Australian beauty brand Aesop was established in 1987 with a quest
to create a range of superlative products for skin, hair and the
body.
FORWARD-LOOKING STATEMENTS
This press release includes "forward-looking statements" within
the meaning of the U.S. federal securities laws. Statements
contained herein that are not clearly historical in nature are
forward-looking, and the words "anticipate," "believe,"
"continues," "expect," "estimate," "intend," "project" and similar
expressions and future or conditional verbs such as "will,"
"would," "should," "could," "might," "can," "may," or similar
expressions are generally intended to identify forward-looking
statements. These forward-looking statements speak only as of the
date hereof and are based on Natura &Co's current plans,
estimates of future events, expectations and trends that affect or
may affect our business, financial condition, results of
operations, cash flow, liquidity, prospects and the trading price
of our ADSs and common shares, and are subject to several known and
unknown uncertainties and risks, many of which are beyond Natura
&Co's control. As a consequence, current plans, anticipated
actions and future financial position and results of operations may
differ significantly from those expressed in any forward-looking
statements in this press release. You are cautioned not to unduly
rely on such forward-looking statements when evaluating the
information presented. None of Natura &Co or the international
underwriters undertakes any obligation to update publicly or to
revise any forward-looking statements after we distribute this
press release because of new information, future events or other
factors. Our independent public auditors have neither examined nor
compiled the forward-looking statements and, accordingly, do not
provide any assurance with respect to such statements. In light of
the risks and uncertainties described above, the future events and
circumstances discussed in this press release might not occur and
are not guarantees of future performance. Because of these
uncertainties, you should not make any investment decision based
upon these estimates and forward-looking statements.
Contacts
Investors:
Natura
ri@natura.net
Viviane Behar de Castro: +55 (11)
4389 7881
Media:
Brunswick Group
NATURA&CO@brunswickgroup.com
U.S.
Katharine Crallé: +1 (917) 238 6191
Brazil
Roberta Lippi: +55 (11) 992 499
277
Natasha Bonomi: +55 (11) 993 478
905
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SOURCE Natura &Co