ATP ANNOUNCES SETTLEMENT OF INTERNATIONAL CAPITAL MARKETS OFFERING AND RESULTS OF CASH TENDER OFFER

HOLLYWOOD, Fla., Feb. 3, 2025 /PRNewswire/ -- ATP Tower Holdings, LLC ("ATPTH"), Andean Tower Partners Colombia SAS ("Colombia TowerCo"), ATP Fiber Colombia SAS ("Colombia FiberCo"), Andean Telecom Partners Peru S.R.L. ("Peru TowerCo"), Redes de Fibra del Peru S.R.L. ("Peru FiberCo"), Andean Telecom Partners Chile SpA ("Chile TowerCo") and ATP Fiber Chile SpA ("Chile FiberCo" and, together with ATPTH, Colombia TowerCo, Colombia FiberCo, Peru TowerCo, Peru FiberCo and Chile TowerCo, the "ATP Co-Issuers")  announced the settlement today of their offering of US$500,000,000 7.875% senior secured notes due 2030 (the "New Notes").  The offering of the New Notes was made in reliance on one or more exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended.

ATPTH, Colombia TowerCo, Peru TowerCo and Chile TowerCo (collectively, the "ATP Co-Offerors") also announced today the final results of their previously announced cash tender offer (the "Tender Offer") to purchase any and all of the outstanding 4.05% Senior Secured Notes due 2026 issued by the ATP Co-Offerors and unconditionally and irrevocably guaranteed by Colombia FiberCo, Peru FiberCo and Chile FiberCo (the "Existing Notes"). 

The Tender Offer was made pursuant to the terms and conditions set forth in the offer to purchase dated January 21, 2025 (the "Offer to Purchase") and the accompanying notice of guaranteed delivery instruction (the "Notice of Guaranteed Delivery" and, together with the Offer to Purchase, the "Offer Documents").

The Tender Offer expired at 9:00 a.m. (New York City time) on January 28, 2025 (the "Expiration Time") and settled today, February 3, 2025.

The following table sets forth the aggregate principal amount of Existing Notes validly tendered in the Tender Offer (including pursuant to the Guaranteed Delivery Procedures (as defined in the Offer Documents)), all of which the ATP Co-Offerors accepted for purchase:

The ATP Co-Offerors paid an aggregate amount of US$331,822,260.00 as tender consideration for the Existing Notes accepted for purchase in the Tender Offer, including those validly tendered through Guaranteed Delivery Procedures.  In addition to the tender consideration, the total amount of Accrued Interest paid by the ATP Co-Offerors in respect of the Existing Notes accepted for purchase was US$3,619,879.20.

The ATP Co-Offerors engaged Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Deutsche Bank Securities Inc. and Scotia Capital (USA) Inc. to act as the Dealer Managers in connection with the Tender Offer. D.F. King & Co., Inc. acted as Tender and Information Agent for the Tender Offer.  

This press release is neither an offer to purchase nor a solicitation of an offer to sell any Existing Notes in the Tender Offer. The Tender Offer was made only by, and pursuant to the terms of, the Offer Documents. The Tender Offer was not made 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, and do not constitute an offer to buy or the solicitation of an offer to sell Existing Notes in any jurisdiction or in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws required the Tender Offer to be made by a licensed broker or dealer, the Tender Offer was deemed to be made on behalf of the ATP Co-Offerors by the Dealer Managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction.

NEITHER THE OFFER TO PURCHASE NOR ANY OF THE OFFER DOCUMENTS RELATING TO THE TENDER OFFER HAVE BEEN FILED WITH OR REVIEWED BY THE FEDERAL OR ANY STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY OF ANY COUNTRY, NOR HAS ANY SUCH COMMISSION OR AUTHORITY PASSED UPON THE ACCURACY OR ADEQUACY OF THE OFFER TO PURCHASE OR ANY OF THE OFFER DOCUMENTS RELATING TO THE TENDER OFFER. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL AND MAY BE A CRIMINAL OFFENSE.

This press release is neither an offer to purchase nor a solicitation of an offer to sell any New Notes. The New Notes were sold only to qualified institutional buyers in the United States in accordance with Rule 144A under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and to persons outside the United States in accordance with Regulation S under the Securities Act.  The New Notes have not been registered under the Securities Act or any state or other jurisdiction's securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements are information of a non-historical nature or which relate to future events and are subject to risks and uncertainties. No assurance can be given that the transactions described herein will be consummated or as to the ultimate terms of any such transactions. ATP undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.

SOURCE ATP Tower Holdings, LLC