2014

Grupo ACP Commences Solicitation of Consents from Holders of 9.00% Notes due 2021

LIMA, Peru, March 8, 2013 /PRNewswire/ -- Grupo ACP Inversiones y Desarrollo ("Grupo ACP") announced today that it has commenced a solicitation of consents (the "Consent Solicitation") from holders of record as of March 7, 2013 (the "Holders") of its outstanding $85.0 million aggregate principal amount of 9.00% Notes due 2021 (the "Notes") (ISIN No. XS0611909291, Common Code: 061190929) for certain amendments (the "Proposed Amendments") to the Indenture, dated as of March 30, 2011, by and among Grupo ACP, as issuer, Citibank, N.A., London Branch, as trustee, registrar and paying agent (the "Trustee"), and Dexia Banque Internationale a Luxembourg, societe anonyme, as Luxembourg transfer agent and paying agent (the "Luxemburg Agent"), governing the Notes.

The purpose of the Consent Solicitation is to obtain consents to the Proposed Amendments in order to provide Grupo ACP with a more flexible capital structure to fund the group's expansion plans in the region by creating a new corporate holding company "Grupo ACP Corp. S.A.A".

Grupo ACP is soliciting consents to amend the Indenture (1) to modify the Event of Default relating to the obligation of Grupo ACP to maintain a majority of the outstanding Capital Stock of any Essential Asset (as defined in the Indenture) to permit the holding of any Essential Asset directly or indirectly, and (2) to amend the definition of Net Financial Debt, in order to sum the unconsolidated debt of Grupo ACP Corp. S.A.A. with the unconsolidated debt of Grupo ACP for the purpose of calculating the aggregate amount of debt in the "Maximun Debt Ratio" covenant, as defined in the Indenture.

The Proposed Amendments require the consent of Holders as of the Record Date (as defined below) of a majority in aggregate principal amount of the Notes outstanding.  Grupo ACP will pay a consent fee of US$1.00 in cash for each US$1,000 principal amount of Notes for which consents are properly delivered and not revoked on or prior to 5:00 p.m., Central Europe time, on March 21, 2013 (the "Consent Date"), unless it is extended by Grupo ACP, in its sole discretion.

The Consent Solicitation is conditioned upon receipt of consents from holders of at least a majority in aggregate principal amount of the outstanding Notes (the "Requisite Consents"). Upon receipt of Requisite Consents, Grupo ACP and the trustee under the Indenture will execute a supplemental indenture giving effect to the Proposed Amendments, which will become operative upon payment of the consent fee immediately prior to the closing of the Consent Solicitation. 

The terms and conditions of the Consent Solicitation are described in a consent solicitation statement dated March 8, 2013 (the "Consent Solicitation Statement"), which is being sent to all Holders of record as of 5:00 p.m. Central Europe time, on March 7, 2013 (the "Record Date"). Any questions regarding the Consent Solicitation or requests for assistance in delivering Consents or requests for additional copies of the Consent Solicitation Statement or other related documents should be directed to Bondholder Communications Group, LLC., the information and tabulation agent, at: +44 (0) 20 7382-4580 (London) or +1 (212) 809-2663 (New York); or to Citigroup Global Markets Inc., the Solicitation Agent at (800) 558-3745 (U.S. toll free) or (212) 723-6108 (collect), Attn: Liability Management Group.

Forward Looking Statements

This press release is for informational purposes only. The Consent Solicitation is only being made pursuant to the consent solicitation documents, including the Consent Solicitation Statement, which has been previously distributed to Holders of the Notes. The Consent Solicitation is not being made to Holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.

About Grupo ACP
Grupo ACP is a leading financial services holding company focused on micro businesses in Peru, Mexico, Brazil and other Latin American countries.  It is organized as an asociacion civil sin fines de lucro (not-for-profit association) headquartered in Lima, Peru.

SOURCE Grupo ACP




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