Shearman & Sterling represented San Miguel Industrias PET (the “Company”) on its (i) Rule 144A and Regulation S offering of $300 million senior guaranteed notes due 2022 (the “2022 Notes”) and (ii) concurrent tender offer of $200 million senior guaranteed notes due 2020 (the “2020 Notes”) and the solicitation of consents to amend the related indenture (the “2020 Indenture”) in order to, among other things, eliminate substantially all of the restrictive covenants and certain events of default and reduce the minimum notice period required for optional redemptions of the 2020 notes to four days. The 2022 notes pay interest at a rate of 4.5% per annum and the 2020 notes pay interest at a rate of 7.75% per annum. The Company used part of the proceeds from the 2022 notes offering to purchase $120,612,000 aggregate principal amount, or 60.31%, of the 2020 notes pursuant to the tender offer, resulting in the settlement of the tender offer, amendment of the 2020 Indenture and closing of the 2022 notes offering on September 18, 2017. The Company called for redemption of the untendered 2020 notes, which have been redeemed with part of the proceeds from the 2022 notes offering.
The Company is one of the leaders in rigid plastic packaging in the Andean and Central American & Caribbean regions, and serves the main Latin American consumer good companies in the beverage, food, personal and home care segments. The Company currently operates plants located in seven different countries in Latin America: Peru, Colombia, Ecuador, El Salvador, Guatemala, Mexico and Panama. It produces a broad range of rigid plastic solutions, including polyethylene terephthalate (PET) and high-density polyethylene bottles, PET preforms, closures, recycled and flake, and thin wall products. Its products are manufactured with advanced best-in-class, high-speed injection, blow and compression molding equipment.
The Shearman & Sterling team included partner Antonia Stolper (New York-Capital Markets); counsel Alejandro Gordano (London-Capital Markets); associate Robert Powel (New York-Capital Markets); and visiting attorney Juan Vignolo (New York-Capital Markets). Other Shearman & Sterling lawyers involved in the transaction were counsel Jeffrey Tate and associate Michael Daly (both Washington, DC-Tax).