Corporacion Azucarera del Peru S.A. Announces a Modification of the Consent Payment and the Early Tender Payment, and an Extension of the Early Tender/Consent Deadline for the Tender Offer and the Consent Solicitation

LIMA, Peru, Oct. 8, 2015 /PRNewswire/ -- Corporacion Azucarera del Peru S.A. (the "Company" or "Coazucar") announced today that it is amending its tender offer to purchase for cash (the "Tender Offer"), on a pro rata basis, up to U.S.$165.0 million aggregate principal amount outstanding (the "Maximum Tender Amount") of its 6.375% Senior Notes due 2022 (the "Notes") (CUSIP Nos. P31353AA6 and 21987VAA2) and its solicitation of consents (the "Consent Solicitation") for proposed amendments to the related indenture by:

• modifying the consent payment to U.S.$5.00 per U.S.$1,000 principal amount of Notes (the "Consent Payment");
• modifying the early tender payment to U.S.$25.00 per U.S.$1,000 principal amount of Notes (the "Early Tender Payment"); and
• extending the early tender/consent deadline for the Tender Offer and the Consent Solicitation to 11:59 p.m., New York City time, on October 22, 2015, unless extended or earlier terminated by the Company in its sole discretion, subject to applicable law (such time and date, as the same may be extended or earlier terminated, the "Early Tender/Consent Deadline").

Notwithstanding the foregoing changes to the Early Tender Payment and the Consent Payment, the Total Consideration (as defined below) remains the same.

In accordance with the terms and conditions of the Tender Offer and the Consent Solicitation, withdrawal rights with respect to the Notes and revocation rights with respect to consents ("Consents") expired on 5:00 p.m., New York City time, on October 7, 2015 (the "Withdrawal/Revocation Time").  Accordingly, Notes and Consents tendered and delivered in the past or future may not be withdrawn or revoked. 

The Tender Offer will still expire at 11:59 p.m. New York City time, on October 22, 2015, unless extended or earlier terminated by the Company in its sole discretion, subject to applicable law (the "Expiration Time").  As a result of the foregoing change to the Early Tender/Consent Deadline, the Early Tender/Consent Deadline and the Expiration Time (unless extended or terminated) will occur simultaneously.

Consummation of the Tender Offer and the Consent Solicitation are subject to the satisfaction or waiver of the conditions set forth in the Offer to Purchase and Consent Solicitation Statement, including the financing condition and the supplemental indenture condition described therein.  As of 5:00 p.m., New York City time, on October 7, 2015, the supplemental indenture condition had not been satisfied.  As a result of the failure to satisfy this condition, there will be no initial settlement date and the only settlement, if any, of the Tender Offer and the Consent Solicitation will occur on the final settlement date, which is expected to be October 29, 2015 (the "Final Settlement Date").  The initial settlement date was originally expected to be October 16, 2015.

Holders that validly tender their Notes and thereby deliver their Consents at or prior to the extended Early Tender/Consent Deadline will be eligible to receive on the Final Settlement Date total consideration of U.S.$850.00 per $1,000 principal amount of Notes (the "Total Consideration") validly tendered and accepted for purchase, which includes the reduced Early Tender Payment and the increased Consent Payment, plus any accrued and unpaid interest up to, but not including, the Final Settlement Date.  Holders of Notes who have previously tendered (and not withdrawn) Notes will also be eligible to receive the Total Consideration.

Holders of Notes who validly deliver Consents at or prior to the extended Early Tender/Consent Deadline, whether or not such holders also tender the related Notes, will be eligible to receive the increased Consent Payment. Holders that validly tender Notes and thereby deliver their Consents at or prior to the extended Early Tender/Consent Deadline will be eligible to receive the increased Consent Payment included in the Total Consideration in respect of Notes accepted for purchase and, if a smaller principal amount is accepted for purchase pursuant to the Tender Offer due to proration, the increased Consent Payment in respect of such Notes that are not accepted for purchase. Holders of Notes who have previously delivered (and not revoked) Consents will also be eligible to receive the increased Consent Payment.

Except as described in this press release, the terms of each of the Tender Offer and the Consent Solicitation set forth in the Offer to Purchase and Consent Solicitation Statement and related consent and letter of transmittal remain unchanged.

This news release is neither an offer to purchase nor a solicitation of an offer to sell any Notes.  In addition, this news release is not a solicitation of consents with respect to the proposed amendment or any Notes.  The Tender Offer and the Consent Solicitation are being made only pursuant to the Offer to Purchase and Consent Solicitation Statement and the related consent and letter of transmittal, copies of which have been delivered to holders of the Notes. Persons with questions regarding the Tender Offer and the Consent Solicitation should contact the dealer managers, BofA Merrill Lynch, at (888) 292-0070 (toll free) or (646) 855-8988 (collect), Credicorp Capital at (511) 416-3333 Ext 40316 or (511)416-3333 Ext 36099, Scotiabank at (800) 372-3930 or the information agent, D.F. King & Co., Inc., at (212) 269-5550 (banks and brokers) or (866) 416-0576 (toll-free) or email at [email protected].  No solicitation of consents for the proposed amendments to the related indenture from a U.S. person will be received by Credicorp Capital.

About Coazucar

Coazucar and its consolidated subsidiaries cultivate, harvest, purchase and crush sugarcane , the principal raw material used to produce sugar and ethanol (hydrous ethanol).  The Company and its consolidated subsidiaries conduct its sugar and ethanol operations through its five mills and eight distilleries, which are located throughout Peru, Ecuador and Argentina.  The Company and its consolidated subsidiaries market and sell all of the sugar and ethanol produced by them both domestically and globally. In 2014, the Company and its consolidated subsidiaries cultivated sugarcane on 58,202 hectares. Over the last three years, the Company's and its consolidated subsidiaries main sugar product has been brown sugar. The Company's main ethanol product is hydrous ethanol.

Forward-Looking Statements

Some of the statements in this release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based on the Company's current expectations and could be affected by numerous factors and are subject to various risks and uncertainties. Do not rely on any forward-looking statement, as the Company cannot predict or control many of the factors that ultimately may affect its ability to achieve the results estimated. Except as required by applicable law, the Company does not undertake any obligation to update any forward-looking statement, whether as a result of changes in underlying factors, new information, future events or otherwise.  New factors emerge from time to time and it is not possible for management to predict all such factors.

SOURCE Corporacion Azucarera del Peru S.A.