CSN’s $1 Billion Notes Offering and Concurrent Tender Offer

Cleary Gottlieb represented BTG Pactual, Citigroup, Goldman Sachs, Jefferies, Morgan Stanley, Safra, UBS, and XP Inc., as initial purchasers, in the offering of $850 million 4.625% notes due 2031, issued by CSN Resources S.A., a Luxembourg subsidiary of Companhia Siderúrgica Nacional (CSN), and guaranteed by CSN.

The transaction priced on June 3, 2021, and closed on June 10, 2021.

CSN used the net proceeds from the sale of the notes to fund a concurrent tender offer to purchase its 7.625% senior unsecured guaranteed notes due 2023 issued by CSN Resources S.A. The tender offer launched on June 2, 2021, with settlement on June 11. 2021. The dealer managers for the tender offer were BTG Pactual, Citigroup, Goldman Sachs, Jefferies, Morgan Stanley, Safra, UBS, and XP Inc.

CSN is one of the largest steel producers in Latin America, with business operations in the steel, mining, cement, logistics, and energy segments.