Simpar’s $625 Million Offering and Concurrent Tender Offer

January 22, 2021

Cleary Gottlieb represented BTG Pactual, J.P. Morgan, Morgan Stanley, Santander, and UBS Investment Bank, as initial purchasers, in the offering of $625 million 5.2% notes due 2031, issued by Simpar Europe (formerly JSL Europe), a Luxembourg subsidiary of Simpar S.A. (Simpar), and guaranteed by Simpar.

The transaction priced on January 14, 2021, and closed on January 20, 2021.

Simpar intends to use part of the net proceeds from the sale of the notes to fund a concurrent tender offer to purchase $389.9 million of Simpar Europe’s 7.75% notes due 2024, guaranteed by Simpar. The tender offer launched on January 11, 2021, with settlement on January 22, 2021. The dealer managers for the tender offer were BTG Pactual, J.P. Morgan, Morgan Stanley, Santander, and UBS Investment Bank.

The notes are linked to Simpar’s ability to achieve, by December 31, 2025, a specified target reduction of greenhouse gas emissions, as confirmed by an independent external verifier, under Simpar’s new sustainability-linked securities framework adopted in January 2021.  If this target is not met, the coupon rate on the bonds will automatically step up to 5.45% per annum. The notes are listed on the Singapore Exchange Securities Trading Limited.

Simpar, through its subsidiaries, operates in six segments: logistics services (JSL); car rental and fleet management (Movida); leasing of truck, machinery, and heavy equipment (Vamos); mobility and logistics focused on public tenders (CS Brasil); mechanical and brokerage services for automotive insurance sales (Original Concessionárias); and ancillary financial services for the purchase of vehicles and equipment (BBC).