LIMA, Peru, May 27, 2016 /PRNewswire/ -- Camposol S.A. (the "Company") announced today the settlement of its offer announced on April 11, 2016 (the "Exchange Offer") to exchange any and all of its outstanding 9.875% Senior Notes due 2017 (the "Existing Notes") for newly issued 10.50% Senior Secured Notes due 2021 (the "New Notes"). The primary purpose of the Exchange Offer was to extend the maturity of the Company's financial debt outstanding, which consisted primarily of the Existing Notes. As previously announced by the Company, the expiration date of the Exchange Offer was extended until, and expired at, midnight, New York City time, on May 24, 2016 (the "Expiration Time").
As of the Expiration Time, the exchange agent had received valid tenders that were not withdrawn from 73.75% of holders of Existing Notes, representing US$147,490,000, of the aggregate US$200,000,000 principal amount of Existing Notes outstanding. The Company accepted all Existing Notes Tendered in the Exchange Offer at the settlement thereof.
Following settlement of the Exchange Offer, a total of US$52,510,000 principal amount of Existing Notes that was not tendered in the Exchange Offer remains outstanding as of the date hereof and matures on February 2, 2017.
The Company validly delivered on the date hereof (the "Settlement Date") an aggregate principal amount of US$147,490,000 of New Notes to holders of Existing Notes who participated in the Exchange Offer. For each US$1.00 of Existing Notes tendered, the Company issued US$1.00 of New Notes. The Company has also paid in cash accrued and unpaid interest on tendered Existing Notes to, but not including, the Settlement Date, in accordance with the terms of the Exchange Offer. In addition, the Company paid in cash a participation fee of 1.00% of the principal amount of Existing Notes tendered in the Exchange Offer.
The New Notes were issued only to "qualified institutional buyers" as defined in Rule 144A under the Securities Act and to non-U.S. persons outside the United States in offshore transactions in reliance on Regulation S under the Securities Act. For the Rule 144A Notes, the ISIN number is US134638AC94 and the CUSIP number is 134638 AC9. For the Regulation S Notes, the ISIN number is USP19189AC69 and the CUSIP number is P19189 AC6.
This announcement contains forward-looking statements and information that is necessarily subject to risks, uncertainties and assumptions. The Company assumes no obligation to update or correct the information contained in this announcement. This announcement shall not create any implication that the information contained herein is correct as of any time subsequent to the date hereof, or that there has been no change in the information set forth herein or in the affairs of the Company since the date hereof.
This communication is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The New Notes are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such New Notes will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
Camposol is the leading agro industrial company in Peru, the first producer of avocados and soon the first producer of blueberries in the world. It is involved in the harvest, processing and marketing of high quality agricultural products such as avocadoes, asparagus, blueberries, grapes, mangos, tangerines and shrimp; which are exported to Europe, the United States and Asia. Camposol is a vertically integrated company located in Peru, offering fresh and frozen products. It is the third largest employer of the country, with more than 13,000 workers in high season, and is committed to support sustainable development through social responsibility policies and projects aimed to increase the shared-value for all of its stakeholders. Camposol was the first Peruvian agro industrial company to present annual audited Sustainability Reports and has achieved the following international certifications: BSCI, Global Gap, IFS, HACCP and BRC among others.
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SOURCE Camposol S.A.