Suzano International Finance and Suzano Austria are together referred to herein as the "Offerors," "we" or "our." The term "Offers" may refer to any or all of the Offers, and the term "Offeror" may refer to the applicable Offeror, in each case, as the circumstances may require.
EACH OFFER IS A SEPARATE OFFER, AND EACH OFFER MAY BE INDIVIDUALLY AMENDED, EXTENDED OR TERMINATED.
The Offers are made upon the terms and subject to the conditions set forth in the offer to purchase dated September 2, 2025 (the "Offer to Purchase"). The Offers are not contingent upon the tender of any minimum principal amount of Notes. However, each Offeror's obligation to purchase Notes in the Tender Offers is subject to the satisfaction or waiver by us of certain conditions, including the pricing of and receipt of proceeds from an offering of debt securities (the "New Notes") of Suzano Netherlands B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) and a wholly owned finance subsidiary of Suzano ("Suzano Netherlands"), denominated in U.S. Dollars, on terms reasonably satisfactory to us, in our sole discretion and subject to applicable law (the "Debt Financing Transaction"), generating net proceeds in an amount that is sufficient to effect the repurchase of the Notes validly tendered and accepted for purchase pursuant to the Tender Offers, including the payment of any premiums, Accrued Interest (as defined in the Offer to Purchase) and costs and expenses incurred in connection therewith (the "Financing Condition").
Title of Security
Issuer
Security Identifiers
Principal Amount Outstanding
Reference U.S. Treasury Security
Fixed Spread (1)
5.750% Guaranteed Notes due 2026
Suzano Austria GmbH
CUSIP Nos.: 05674XAA9/A9890AAA8ISINs: US05674XAA90/USA9890AAA81
U$516,581,000
4.50% due July 15, 2026
+50 bps
