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Caue Finance and Loma Negra Announce the Early Results of Tender Offers for the 8.875% Notes due 2015 of Caue Finance and 7.25% Notes due 2013 of Loma Negra, Receipt of Necessary Consents, and Extension of the Early Tender Payment Deadline


News provided by

Caue Finance Limited; Loma Negra Compania Industrial Argentina S.A.

Jul 11, 2011, 09:59 ET

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BUENOS AIRES, Argentina and GEORGE TOWN, Cayman Islands, July 11, 2011 /PRNewswire/ -- Caue Finance Limited ("Caue Finance") and Loma Negra Compania Industrial Argentina S.A. ("Loma Negra" and, together with Caue Finance, the "Issuers"), each an indirect subsidiary of Camargo Correa S.A., announced today that, pursuant to their previously announced cash tender offers and consent solicitations (the "Offers") for any and all of Caue Finance's outstanding 8.875% Notes due 2015 (the "2015 Notes") and Loma Negra's outstanding 7.25% Notes due 2013 (the "2013 Notes" and, together with the 2015 Notes, the "Notes"), holders of US$91,842,000 million in aggregate principal amount of the 2015 Notes and US$49,530,000 million in aggregate principal amount of the 2013 Notes, representing approximately 61.2% and approximately 49.5%, respectively, of the applicable outstanding Notes, had validly tendered (and not validly withdrawn) their applicable Notes and delivered the related consents on or prior to 5:00 p.m., New York City time, on July 11, 2011 (the "Initial Early Tender Payment Deadline").  In addition, the Issuers have announced an extension of the Initial Early Tender Payment Deadline to 5:00 p.m., New York City time, on July 19, 2011 (the "New Early Tender Payment Deadline").

Subject to the terms and conditions set forth in the Offer to Purchase (as defined below), for each US$1,000 principal amount of Notes validly tendered on or prior to the New Early Tender Payment Deadline (and not validly withdrawn), holders will receive the total consideration equal to (i) with respect to 2015 Notes, US$1,175, which includes a tender premium of US$165.00 and an early tender premium of US$10.00, and (ii) with respect to 2013 Notes, US$1,070, which includes a tender premium of US$60.00 and an early tender premium of US$10.00, and, in each case, plus any accrued and unpaid interest to, but not including, the payment date.

As of the Initial Early Tender Payment Deadline, Caue Finance had received the requisite consents to execute a supplemental indenture (the "2015 Notes Supplemental Indenture") to the indenture, dated as of July 20, 2005, pursuant to which the 2015 Notes were issued (the "2015 Notes Indenture"), implementing the majority consent modifications relating to the 2015 Notes as described in the Offer to Purchase.  As detailed in the Offer to Purchase, the 2015 Notes Supplemental Indenture eliminates substantially all of the restrictive covenants and certain event of default provisions contained in the 2015 Notes Indenture (other than the change of control covenant).

With respect to the 2013 Notes, adoption of the proposed amendments requires the approval of holders of more than 50% (or 66 2/3% with respect to certain proposed amendments) in aggregate principal amount of the outstanding 2013 Notes present or represented at a meeting of Loma Negra noteholders (not including any 2013 Notes which are owned by or on behalf of Loma Negra) at which a quorum is present.  The meeting of Loma Negra noteholders will be held in first call on July 26, 2011, at 2:30 p.m. (Buenos Aires time), and if the meeting has to be reconvened or adjourned due to a lack of quorum, in second call on July 26, 2011 at 4:30 p.m. (Buenos Aires time), at Sheraton Pilar Hotel & Convention Center, Ruta Panamericana, Ramal Pilar, km. 49,5, Pilar, Province of Buenos Aires, Argentina.  In order to hold a valid meeting of Loma Negra noteholders, a quorum must be present in person, through delivery of a Letter of Transmittal or by other proxy.  As of the Initial Early Tender Payment Deadline, Loma Negra had received the requisite consents to establish a quorum to hold a valid meeting of Loma Negra noteholders.

Each Offer is scheduled to expire at 8:00 a.m., New York City time, on July 26, 2011, unless extended or earlier terminated (the "Expiration Date").  Subject to the terms and conditions set forth in the Offer to Purchase, for each US$1,000 principal amount of Notes validly tendered after the New Early Tender Payment Deadline, but on or prior to the Expiration Date (and not validly withdrawn), holders will receive (i) with respect to 2015 Notes, US$1,165 (which does not include the early tender premium of US$10.00) and (ii) with respect to 2013 Notes, US$1,060 (which does not include the early tender premium of US$10.00), and in each case, plus accrued and unpaid interest to, but not including, the payment date.

This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of tenders or consents with respect to, any Notes.  The Offers are being made solely pursuant to the Offer to Purchase and Consent Solicitation Statement, dated June 27, 2011 (the "Offer to Purchase"), and the related Letter of Transmittal.  No recommendation is made as to whether holders should tender their Notes and deliver related consents to the applicable proposed amendments.

The Issuers have retained BofA Merrill Lynch to serve as sole Dealer Manager and Solicitation Agent and D.F. King & Co., Inc. to serve as Information Agent and Tender Agent for the Offers.  Requests for documents may be directed to D.F. King & Co., Inc. by telephone at (800) 859-8508 (toll free) or (212) 269-5550 (collect), or in writing at 48 Wall Street, 22nd Floor, New York, NY 10005.  Questions regarding the terms of the Offers should be directed to BofA Merrill Lynch at (888) 292-0070 (toll-free) and (646) 855-3401.  In addition, requests for documents or questions regarding the terms of the Offer with respect to the 2013 Notes should be directed to Loma Negra at its offices located at Reconquista 1088, Autonomous City of Buenos Aires (C1003ABV), Argentina, telephone number +54-11 4319 3000.

Forward-looking Statements

This press release contains forward-looking statements.  Forward-looking statements are only predictions and are not guarantees of future performance.  Investors are cautioned that any such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to the Issuers that may cause the actual results to be materially different from any future results expressed or implied in such forward-looking statements.

Although the Issuers believe that the expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to the management of the Issuers, the Issuers cannot guarantee future results or events.  The Issuers expressly disclaim a duty to update any of the forward-looking statements.

SOURCE Caue Finance Limited; Loma Negra Compania Industrial Argentina S.A.

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