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JBS USA Food Company Announces Cash Tender Offer

GREELEY, Colo., June 23, 2025 (GLOBE NEWSWIRE) -- JBS USA Food Company announced today that it has commenced a cash tender offer (the "Tender Offer") for any and all of the outstanding U.S.$1,000.0 million aggregate principal amount of 2.500% Senior Notes due 2027 issued by JBS USA Holding Lux S.à r.l., JBS USA Foods Group Holdings, Inc. and JBS USA Food Company (the "Notes"). The Tender Offer is being made pursuant to an Offer to Purchase, dated June 23, 2025 (as may be amended or supplemented from time to time, the "Offer to Purchase") and the related Notice of Guaranteed Delivery (as it may be amended or supplemented from time to time, the "Notice of Guaranteed Delivery" and together with the Offer to Purchase, the "Offer Documents"), which set forth a more comprehensive description of the terms of the Tender Offer.

The Tender Offer is scheduled to expire at 5:00 p.m., New York City time, on June 27, 2025, unless extended by JBS USA Food Company (such time and date, as the same may be modified, the "Expiration Time"). Holders who (i) validly tender their Notes on or before the Expiration Time and do not validly withdraw on or before the Withdrawal Deadline (as defined below) or (ii) deliver a properly completed and duly executed Notice of Guaranteed Delivery and all of the other required documents on or before the Expiration Time and tender their Notes prior to the Guaranteed Delivery Date, which is at 5:00 p.m., New York City time, on the second business day after the Expiration Time, and whose Notes are accepted for purchase by JBS USA Food Company, will receive the "Tender Offer Consideration" indicated in the table below. Accrued and unpaid interest on the Notes accepted for purchase (including those tendered through the guaranteed delivery procedure) from the most recent interest payment date of the Notes up to, but not including, the Settlement Date (as defined below) (the "Accrued Interest") will be paid in cash on the Settlement Date.

Certain information regarding the Notes and the terms of the Tender Offer is summarized in the table below.

 

Descriptionof Notes

CUSIP

ISIN

OutstandingPrincipal AmountofNotes

TenderAmount

U.S.TreasuryReferenceSecurity(1)

BloombergReferencePage

Fixed Spread(1)

 

2.500%Senior Notesdue 2027