Arcos Dorados Announces Expiration and Final Results of its Exchange Offer

  Arcos Dorados Announces Expiration and Final Results of its Exchange Offer

Business Wire

BUENOS AIRES, Argentina -- October 8, 2013

Arcos Dorados Holdings Inc. (the “Company”) (NYSE:ARCO) announced today the
final results of its previously announced offer to exchange any and all of
Arcos Dorados B.V.’s outstanding 7.50% Senior Notes due 2019 (the “2019
Existing Notes”) for the Company’s newly issued 6.625% Senior Notes due 2023
(the “New Notes”) (the “Exchange Offer”). The Exchange Offer expired as
scheduled at 11:59 PM, New York City time, on October 7, 2013 (the “Exchange
Expiration Date”). After the Early Exchange Date (5:00 PM, New York City time,
on September 23, 2013) of the Exchange Offer and prior to the Exchange
Expiration Date, an additional US$512,000 of the 2019 Existing Notes were
validly tendered in the Exchange Offer and are expected to be accepted by the
Company. As previously announced, the Company received as validly tendered and
accepted for purchase US$89,955,000 aggregate principal amount of the 2019
Existing Notes that were tendered prior to the Early Exchange Date in response
to the Exchange Offer and US$118,366,000 aggregate principal amount of the
2019 Existing Notes that were tendered in response to the Company’s offer to
purchase for cash any and all of the outstanding 2019 Existing Notes (the
“Tender Offer” and, together with the Exchange Offer, the “Tender and Exchange
Offer”). The Tender Offer expired at 5:00 PM, New York City time, on September
23, 2013.

The total aggregate principal amount of 2019 Existing Notes validly tendered
in the Exchange Offer was US$90,467,000. That principal amount, together with
the principal amount of 2019 Existing Notes purchased pursuant to the Tender
Offer, equal US$208,833,000 aggregate principal amount of 2019 Existing Notes,
representing approximately 67.67% of the 2019 Existing Notes outstanding prior
to the Tender and Exchange Offer.

After giving effect to the US$98,767,000 of New Notes issued in exchange for
2019 Existing Notes pursuant to the Exchange Offer, and the US$375,000,000 of
New Notes issued in the Company’s previously announced concurrent offering for
cash, a total of US$473,767,000 of New Notes will be outstanding as of the
final settlement date, which the Company expects to be October 9, 2013. The
New Notes that will be issued on the final settlement date will be fully
fungible with and trade under the same CUSIPs as the New Notes issued on
September 27, 2013.

Further Information

This press release is not an offer to sell or a solicitation of an offer to
buy any security.The New Notes have not been AND WILL NOT BE registered under
the Securities Act of 1933, as amended, and may not be offered or sold in the
United States absent registration or an applicable exemption from the
registration requirements. THE NEW NOTES ARE BEING ISSUED ONLY TO ELIGIBLE
HOLDERS (AS DEFINED IN THE TENDER AND EXCHANGE OFFER AND CONSENT SOLICITATION
STATEMENT DATED AS OF SEPTEMBER 10, 2013).

The Exchange Offer was made solely pursuant to the Tender and Exchange Offer
and Consent Solicitation Statement dated as of September 10, 2013 and the
related Letter of Transmittal and Consent, and only to such persons and in
such jurisdictions as are permitted under applicable law.

About Arcos Dorados

Arcos Dorados is the world’s largest McDonald’s franchisee in terms of
systemwide sales and number of restaurants, operating the largest quick
service restaurant (“QSR”) chain in Latin America and the Caribbean. It has
the exclusive right to own, operate and grant franchises of McDonald’s
restaurants in 20 Latin American and Caribbean countries and territories,
including Argentina, Aruba, Brazil, Chile, Colombia, Costa Rica, Curaçao,
Ecuador, French Guyana, Guadeloupe, Martinique, Mexico, Panama, Peru, Puerto
Rico, St. Croix, St. Thomas, Trinidad & Tobago, Uruguay and Venezuela. The
Company operates or franchises 1,971 McDonald’s-branded restaurants with over
90,000 employees serving approximately 4.3 million customers a day, as of June
2013.

Cautionary Statement About Forward-Looking Statements

This press release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. Forward-looking
statements often are proceeded by words such as “believes,” “expects,” “may,”
“anticipates,” “plans,” “intends,” “assumes,” “will” or similar expressions.
The forward-looking statements contained herein include statements about the
Exchange Offer. These expectations may or may not be realized. Some of these
expectations may be based upon assumptions or judgments that prove to be
incorrect. In addition, Arcos Dorados’ business and operations involve
numerous risks and uncertainties, many of which are beyond the control of
Arcos Dorados, which could result in Arcos Dorados’ expectations not being
realized or otherwise materially affect the financial condition, results of
operations and cash flows of Arcos Dorados. Some of the factors that could
cause future results to materially differ from recent results or those
projected in forward-looking statements are described in Arcos Dorados’
filings with the United States Securities and Exchange Commission.

The forward-looking statements are made only as of the date hereof, and Arcos
Dorados does not undertake any obligation to (and expressly disclaims any
obligation to) update any forward-looking statements to reflect events or
circumstances after the date such statements were made, or to reflect the
occurrence of unanticipated events. In light of the risks and uncertainties
described above, and the potential for variation of actual results from the
assumptions on which certain of such forward-looking statements are based,
investors should keep in mind that the results, events or developments
disclosed in any forward-looking statement made in this document may not
occur, and that actual results may vary materially from those described
herein, including those described as anticipated, expected, targeted,
projected or otherwise.

Contact:

Arcos Dorados
Investor Relations:
Sofia Chellew, sofia.chellew@ar.mcd.com
Patricio Esnaola, patricio.esnaola@ar.mcd.com
Phone: +54 11 4711 2515
 
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