UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of
January, 2025
Commission File
Number: 001-35129
Arcos Dorados
Holdings Inc.
(Exact
name of registrant as specified in its charter)
Río Negro
1338, First Floor
Montevideo, Uruguay,
11100
(Address of principal
executive office)
Indicate by check
mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
ARCOS DORADOS
HOLDINGS INC.
TABLE OF CONTENTS
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| 1. |
Press Release dated January 15, 2025 titled “Arcos Dorados Announces
Commencement Of Cash Tender Offer For Any And All Of Its Outstanding 5.875% Notes Due 2027” |
SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
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Arcos Dorados Holdings Inc. |
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By: |
/s/ Juan David Bastidas |
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Name: |
Juan David Bastidas |
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Title: |
Chief Legal Counsel |
Date:
January 15, 2025
Item 1
ARCOS
DORADOS ANNOUNCES COMMENCEMENT OF CASH TENDER OFFER FOR
ANY
AND ALL OF ITS OUTSTANDING 5.875% NOTES DUE 2027
(CUSIP NOS. 03965U AC4 / G0457F AC1; ISINs US03965UAC45 / USG0457FAC17)
Montevideo,
Uruguay, January 15, 2025– Arcos Dorados Holdings Inc. (NYSE: ARCO) (“Arcos Dorados” or the “Company”)
today announced the commencement of an offer to purchase for cash any and all of its outstanding 5.875% Notes due 2027 (the “Notes”)
(the “Offer”). The Offer is being made upon the terms and subject to the conditions (including the Financing Condition (as
defined in the Offer to Purchase)) set forth in the offer to purchase dated January 15, 2025 (the “Offer to Purchase”) and
the notice of guaranteed delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Offer
Documents”).
The
table below summarizes certain payment terms for the Notes:
Description
of Security
|
CUSIP
No. |
ISIN |
Outstanding
Principal Amount |
Consideration
per U.S.$1,000 Outstanding Principal Amount* |
| 5.875% Senior
Notes due 2027 |
144A:
03965U AC4
Reg
S: G0457FAC1 |
144A: US03965U
AC45
Reg S: USG0457FAC17 |
U.S.$385,986,000 |
U.S.$1,000 |
|
|
| * | The
Consideration for the Notes will be paid together with accrued and unpaid interest from the
last interest payment date for the Notes up to, but not including, the Settlement Date (as
defined below). |
The
Offer will expire at 8:00 a.m., New York City time, on January 23], 2025, or any other date and time to which Arcos Dorados extends the
Offer (such date and time, as it may be extended, the “Expiration Time”). Holders of Notes must validly tender their Notes
at or prior to the Expiration Time and not validly withdraw them at or prior to the applicable Withdrawal Deadline (as defined in the
Offer to Purchase) in order to be eligible to receive the Consideration (as defined in the Offer to Purchase) plus accrued interest for
such Notes. Tendered Notes may be validly withdrawn at any time at or prior to the Withdrawal Deadline but not thereafter.
The
obligation of Arcos Dorados to purchase Notes in the Offer is conditioned on the satisfaction or waiver of certain conditions, including,
without limitation, the Financing Condition, described in the Offer Documents. Arcos Dorados reserves the right, in its sole discretion,
to amend or terminate the Offer at any time.
The
Offer is being made in connection with an expected proposed offering of U.S. dollar denominated senior notes (the “New Notes”)
to be issued by Arcos Dorados B.V., a subsidiary of Arcos Dorados (the “Proposed New Notes Offering”). The Proposed New Notes
Offering will be exempt from the registration requirements of the U.S. Securities Act of 1933, as amended.
If
an offering of New Notes is announced, tendering Holders who wish to tender their Notes for cash and also subscribe for the New Notes
should quote a unique identifier code corresponding to the New
Notes
being subscribed (“Unique Identifier Code”), which can be obtained by contacting any of the Dealer Managers, in their acceptance
to DTC through the DTC Automated Offer Program (“ATOP”) or Electronic Acceptance Instruction. A Unique Identifier Code is
not required for a Holder to tender its Notes, but if a tendering Holder wishes to subscribe for the New Notes, such Holder should obtain
a Unique Identifier Code from a Dealer Manager and enter the Unique Identifier Code in its ATOP.
If
the proposed offering of New Notes is announced, Arcos Dorados will review tender instructions received on or prior to the pricing date
of the New Notes, and may give priority to those investors tendering with Unique Identifier Codes in connection with the allocation of
New Notes. However, no assurances can be given that any Holder that tenders its Notes will be given an allocation of New Notes at the
levels it may subscribe for, or at all.
The
information and tender agent for the Offer is Global Bondholder Services Corporation. To contact the information and tender agent, banks
and brokers may call +1 (212) 430-3774, and others may call U.S. toll-free: +1 (855) 654-2015 or email contact@gbsc-usa.com. Additional
contact information is set forth below.
By
Mail, Hand or Overnight Courier
65
Broadway – Suite 404
New
York, NY 10006
Attention:
Corporate Actions |
By
Facsimile Transmission
+1
(212) 430-3775/3779
Attention:
Corporate Actions |
Confirmation
by Telephone
+1
(212) 430-3774
Toll
free: +1 (855) 654-2015 |
E-mail
contact@gbsc-usa.com |
Copies
of each of the Offer Documents are available at the following web address: https://www.gbsc-usa.com/arcos/
Any
questions or requests for assistance or for additional copies of this notice may be directed to the Dealer Managers at their respective
telephone numbers set forth below or, if by any Holder, to such Holder’s broker, dealer, commercial bank, trust company or other
nominee for assistance concerning the Offer.
The
Dealer Managers for the Offer are:
BBVA
Securities Inc.
Two
Manhattan West,
375 9th Ave, 9th Floor,
New York, NY 10001
United States
Attention: Liability Management
Email:
liabilitymanagement@bbva.com
|
Citigroup
Global Markets Inc.
388
Greenwich Street,
Trading 4th Floor
New York, New York 10013
United States
Attn: Liability Management
Group
Email:
ny.liabilitymanagement@citi.com |
Itau BBA USA Securities, Inc.
599 Lexington Avenue,
34th Floor,
New York, NY 10022
United States
Attn: Debt Capital Markets |
J.P.
Morgan Securities LLC
383
Madison Avenue,
New York, New York 10179
United States
Attn: Latin America Debt
Capital Markets
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Santander
US Capital Markets LLC
437
Madison Avenue,
New York, New York 10022
United States
Attn: Liability Management
E-mail: AmericasLM@santander.us
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Collect:
(212) 728-2446
Toll-Free:
+1 (800) 422-8692 |
Collect:
+1 (212)-723-6106
Toll-Free:
+1 (800) 558-3745 |
Collect:
+1 (212) 710-6749
Toll Free:
+1 (888) 770-4828 |
Collect:
+1 (212) 834-7279
Toll
Free:
+1 (866) 846-2874 |
Collect:
+1(212) 350-0660
Toll Free:
+1(855) 404-3636 |
This
notice does not constitute or form part of any offer or invitation to purchase, or any solicitation of any offer to sell, the Notes or
any other securities in the United States or any other country, nor shall it or any part of it, or the fact of its release, form the
basis of, or be relied on or in connection with, any
contract
therefor. The Offer is made only by and pursuant to the terms of the Offer Documents, and the information in this notice is qualified
by reference to the Offer to Purchase and the Notice of Guaranteed Delivery. None of Arcos Dorados, the Dealer Managers or the information
and tender agent makes any recommendation as to whether Holders should tender their Notes pursuant to the Offer.
Investor
Relations Contact
Dan
Schleiniger
VP
of Investor Relations
Arcos
Dorados
daniel.schleiniger@mcd.com.uy
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Media
Contact
David
Grinberg
VP
of Corporate Communications
Arcos
Dorados
david.grinberg@mcd.com.uy
|
Follow
us on: 
About Arcos Dorados
Arcos
Dorados is the world’s largest independent McDonald’s franchisee, operating 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 with more than 2,400 restaurants, operated or franchised by the Company or by its sub-franchisees, that together employ more
than 100,000 people (as of 09/30/2024). The Company is also committed to the development of the communities in which it operates, to
providing young people their first formal job opportunities and to utilize its Recipe for the Future
to achieve a positive environmental impact. Arcos Dorados is listed for trading on the New York Stock Exchange (NYSE: ARCO).
To learn more about the Company, please visit the Investors section of our website: www.arcosdorados.com/ir.
Grafico Azioni Arcos Dorados (NYSE:ARCO)
Storico
Da Dic 2024 a Gen 2025
Grafico Azioni Arcos Dorados (NYSE:ARCO)
Storico
Da Gen 2024 a Gen 2025
