SOURCE: National Agricultural Cooperative Federation

February 06, 2012 21:28 ET

National Agricultural Cooperative Federation Announces That It Successfully Obtained Requisite Consents

SEOUL, KOREA--(Marketwire - Feb 6, 2012) - National Agricultural Cooperative Federation ("NACF" or the "Company") today announced that it has successfully obtained the requisite consents in its previously announced solicitation of consents (the "Consent Solicitation") from holders of the Company's US$400,000,000 5.55% notes due 2012 (ISIN: XS0325787561), US$180,000,000 8.50% notes due 2014 (ISIN: XS0412097478), US$500,000,000 5.00% notes due 2014 (Rule 144A notes ISIN: US63243NAA28, CUSIP: 63243NAA2, Regulation S notes ISIN: US63243MAA45, CUSIP: 63243MAA4), US$500,000,000 4.25% notes due 2016 (Rule 144A notes ISIN: US63243NAB01, CUSIP: 63243NAB0, Regulation S notes ISIN: US63243MAB28, CUSIP: 63243MAB2), US$500,000,000 3.50% notes due 2017 (Rule 144A notes ISIN: US63243NAC83, CUSIP: 63243NAC8, Regulation S notes ISIN: US63243MAC01, CUSIP: 63243MAC0), HKD230,000,000 4.80% notes due 2012 (ISIN: XS0378237837), HKD250,000,000 4.56% notes due 2013 (ISIN: XS0363626267), SGD50,000,000 1.10% notes due 2012 (ISIN: XS0644411752), SGD38,000,000 zero coupon notes due 2012 (ISIN: XS0644991498), and SGD40,000,000 1.27% notes due 2013 (ISIN: XS0656071239), each issued under its U.S.$8,000,000,000 Global Medium Term Note Programme (together the "Notes"). The solicitation had requested the consent of holders of the Notes to approve, by an extraordinary resolution, proposals (the "Proposals") in connection with the reorganization plan to be implemented by the Company, pursuant to the amended National Agricultural Cooperative Federation Act adopted on March 31, 2011, which is due to take effect on March 2, 2012.

As of 5:00 p.m., New York City time, on February 6, 2012 (the "Consent Fee Deadline"), the Company had received consents from the holders of more than 75% of the outstanding aggregate principal amount of the Notes. Holders of the Notes who validly delivered and did not revoke their consent prior to the Consent Fee Deadline will receive a consent fee of 0.375% of the principal amount of the Notes held by such holder, if certain conditions to the consent fee payment are satisfied. By receiving consents from holders of more than 75% of the outstanding aggregate principal amount of the Notes, the Company will be able to (i) meet the quorum for the meeting of the holders of the Notes which will be held on February 14, 2012 (the "Meeting") and (ii) pass the Proposals at the Meeting. Once the Proposals are passed at the Meeting, they will be binding upon all holders of the Notes.

Bank of America Merrill Lynch, Citi and Crédit Agricole CIB are the Solicitation Agents for the Consent Solicitation. Questions regarding the Consent Solicitation may be directed to Bank of America Merrill Lynch at +1 646 855 3401, Citi at +1 212 723 6108 or Crédit Agricole CIB at +44 (0)207 214 7408.

This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to the Notes nor is this announcement an offer to sell or a solicitation of an offer to purchase new securities. The Consent Solicitation was made solely by means of a consent solicitation statement and the related consent form.

Forward-Looking Statements

This press release contains statements about future events that are subject to different risks and uncertainties; it is important to note that past results do not assure or guarantee the behavior of future results. There are a significant number of factors that may cause real results to materially differ from plans, objectives, expectations, estimations and intentions expressed, such as declarations about future events. NACF does not assume any obligation to update any of the declarations as a result of new information, future actions or other related events.