JBS USA Food Company Holdings priced a tender offer for up to $1.2 billion of its 6.750% Senior Notes due 2034 and 5.950% Senior Notes due 2035, setting the total consideration that will be paid to holders who tender their notes by the early settlement date of April 14, 2026.
The offer, first announced on March 30, allows investors to sell their notes for cash and accrued interest. Pricing confirms the amount per $1,000 principal of the 2034 notes that are accepted, with a proration factor of approximately 91% applied to the aggregate principal of validly tendered notes. No 2035 notes will be accepted early; only 2034 notes are subject to proration.
Investor demand exceeded the $1.2 billion cap, with 87.8% of 2034 notes and 83.0% of 2035 notes tendered early. The proration reflects the excess demand for 2034 notes, while the company expects to decline early tender of 2035 notes.
The tender offer is part of JBS’s disciplined capital allocation strategy, which keeps leverage below 2.5×, funds $2 billion in annual capital expenditures, and pays $1 billion in dividends. By repurchasing senior notes, JBS can refinance debt at potentially lower rates and extend its maturity profile, enhancing financial flexibility.
JBS has been active in debt management, recently pricing $1.25 billion of 5.625% Senior Notes due 2037 and $750 million of 6.400% Senior Notes due 2057, and completing a dual listing on the NYSE and B3. The 2034/2035 tender offer aligns with this broader strategy to shift debt maturities further out and support long‑term capital structure goals.
The early settlement date of April 14 ensures holders receive payment promptly, and the proration mechanism guarantees a fair allocation of the $1.2 billion offer among investors who tendered early.
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