Merrill Lynch and Deutsche Bank in Restructuring and Note Offering

July 10, 2014

Cleary Gottlieb represented Merrill Lynch and Deutsche Bank, as dealer managers in a tender and exchange offer launched by Mastellone Hermanos for its $171,300,758 outstanding financial debt and as initial purchasers in the issuance by Mastellone of $113,733,774 principal amount of 12.625% Series F Notes due 2021.

The tender and exchange offer launched on June 4 and expired on July 10 with the participation of 93.65%, or $160,429,802, of the holders of Mastellone’s existing notes and loan debt. Tendering holders received 2021 Notes or cash.

Concurrently with the tender and exchange offer, Mastellone issued $199,693,422 principal amount of the 2021 Notes, of which $85,959,648 were issued and delivered to holders of existing notes pursuant to the exchange offer. The 2021 Notes are guaranteed by five of Mastellone’s subsidiaries. The issuance of the new Notes closed on July 3.

The net proceeds from the 2021 Notes offered for cash totaled $110,810,000. Mastellone applied $74,470,154 from the proceeds to fund the cash payments under the tender offer and $10,870,956 to cancel existing debt that was not tendered into offer. The balance will remain available for Mastellone’s general corporate purposes.

Mastellone is the largest dairy company and leading processor of fresh dairy products in Argentina.