SAO PAULO, Oct. 6, 2015 /PRNewswire/ -- OAS S.A. (together with certain of its affiliates, the "Company") announced today that it had engaged in discussions with the legal and financial advisors of certain holders of, or managers of entities holding beneficial interests in, the above-captioned notes (the "Notes," such holders of the Notes, together with the managers of entities holding beneficial interests in the Notes, the "Noteholders," and such legal and financial advisors to the Noteholders, the "Noteholder Advisors") and Brookfield Asset Management Inc. (together with its affiliates and their respective managed vehicles, "Brookfield").
On September 28, 2015, the Company, the Noteholder Advisors and Brookfield executed confidentiality agreements (the "Confidentiality Agreements") to facilitate discussions among the Noteholder Advisors, the Company and Brookfield concerning the Company's restructuring and a price (a "Price") for the sale of all of the shares of Investimentos e Participacoes em Infraestrutura S.A. ("Invepar" and, such shares of Invepar, the "Invepar Shares") owned by the Company.
Pursuant to the Confidentiality Agreements, the Company agreed to disclose publicly, after the expiration of a period of time following receipt of written notice from the Noteholder Advisors as set forth in the Confidentiality Agreements, certain information regarding the discussions that have taken place between the Company, the Noteholder Advisors and Brookfield concerning a Price (the "Confidential Information").
The information included in this press release is being furnished to satisfy the Company's public disclosure obligations to disclose the best proposal delivered by the Noteholder Advisors to Brookfield regarding a Price. The Confidentiality Agreements continue to be in full force and effect in accordance with their terms.
Discussions among the Company, the Noteholder Advisors and Brookfield
On September 28, 2015, representatives of the Company and the Company's financial and legal advisors (the "Company Representatives") met in New York with the Noteholder Advisors and representatives from Brookfield and its legal advisors (the "Brookfield Representatives") to discuss a Price. At this meeting, the Noteholder Advisors advised the Brookfield Representatives that the Noteholders would be willing to support a plan of reorganization for the Company that contemplated Brookfield purchasing the Invepar Shares for R$1.85 billion on an "as is, where is" basis with no purchase price adjustment, subject to (1) final documentation being acceptable to the Noteholders, (2) resolution of the remaining open terms and conditions of the plan acceptable to the Noteholders, (3) the plan containing the other terms provided in the Third Noteholder Term Sheet (as such term is defined in the Company's press release dated September 15, 2015 regarding continuing negotiations with the Noteholders), and (4) the final plan being in form and substance acceptable to the Noteholders.
As of the date hereof, Brookfield's representatives have indicated to the Noteholder Advisors that it does not intend to respond to the Noteholders' proposed Price at this time, and the Noteholders' Advisors subsequently withdrew such proposal.
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SOURCE OAS S.A.