Announcement by Embraer S.A. of Consideration of Offers to Purchase for Cash Certain Outstanding Securities Listed Below
São Paulo, Oct. 06, 2025 (GLOBE NEWSWIRE) -- Embraer S.A. (“Embraer”) (NYSE: ERJ) announces the consideration payable in connection with the previously announced cash tender offers (each offer, an “Offer” and, collectively, the “Offers”) by Morgan Stanley & Co. LLC (the “Offeror”) of outstanding (i) 6.950% senior unsecured guaranteed notes due 2028 (the “2028 Notes”) and (ii) 7.000% senior unsecured guaranteed notes due 2030 (the “2030 Notes” and, together with the 2028 Notes, the “Notes”), in each case, issued by Embraer Netherlands Finance B.V. (“Embraer Finance”) and guaranteed by Embraer.
The Offers are being made pursuant to the terms and subject to the conditions set forth in the offer to purchase dated September 22, 2025, as amended by the press releases dated September 23, 2025 and October 6, 2025 (the “Offer to Purchase”).
The following table sets forth certain information relating to the Offers, including the consideration payable for the Notes validly tendered and accepted for purchase and the reference yield for the Notes as calculated at 10:00 a.m., New York City time, today.
| Title of Security | CUSIP / ISIN | Principal Amount Outstanding Prior to the Offers | Principal Amount Accepted for Purchase on the Early Settlement Date | Principal Amount Outstanding Following the Early Settlement Date | Acceptance Priority Level | Reference U.S. Treasury Security |
Bloomberg Reference Page(1) |
Fixed Spread(2) | Early Tender Payment(3) |
Total Consideration(4) |
| 6.950% Senior Unsecured Guaranteed Notes due 2028 |
Regulation S: N29505 AA7 / USN29505AA70 Rule 144A: 29082H AC6 / US29082HAC60 |
US$329,254,000 | US$134,404,000 | US$194,850,000 | 1 | 4.250% due January 15, 2028 | FIT5 | 50 bps | US$50.00 | US$1,061.18 |
| 7.000% Senior Unsecured Guaranteed Notes due 2030 |
Regulation S: N29505 AB5 / USN29505AB53 Rule 144A: 29082H AD4 / US29082HAD44 |
US$750,000,000 | US$465,741,000 | US$284,259,000 | 2 | 3.625% due August 31, 2030 | FIT1 | 75 bps | US$50.00 | US$1,102.46 |
(1) The applicable page on Bloomberg from which the Dealer Manager quoted the bid side price of the Reference U.S. Treasury Security.

