Pesquera Exalmar Announces Tender Offer Results For Its 8.000% Senior Notes Due 2025 And Clarification Of Expiration Time

LIMA, Peru, June 21, 2021 /PRNewswire/ -- Pesquera Exalmar S.A.A. ("Exalmar") today announced the results of the previously announced cash tender offer (the "Tender Offer") for its outstanding 8.000% Senior Notes due 2025 (the "Notes") and solicitation of consents ("Consents") from registered holders of the Notes (the "Consent Solicitation") to certain amendments (the "Proposed Amendments") to the indenture governing the Notes (the "Indenture"). In addition, following the announcement that President Biden signed a bill establishing Juneteenth, as a U.S. federal holiday, the Tender Offer and Consent Solicitation will expire at 11:59 p.m., New York City time, on June 21, 2021 (the "Expiration Time"). The terms and conditions of the Tender Offer and the Consent Solicitation are described in Exalmar's Offer to Purchase and Consent Solicitation Statement, dated May 21, 2021 (the "Statement"), which sets forth the complete terms of the Tender Offer and Consent Solicitation.

As of 5:00 p.m. on June 18, 2021, $59,107,000 in aggregate principal amount, or approximately 97%, of the outstanding Notes, excluding any outstanding Notes held by Exalmar or its affiliates, has been validly tendered and not validly withdrawn. As previously announced, Exalmar obtained the consents of Holders of the majority of the outstanding Notes (excluding any Notes held by Exalmar or its affiliates) to the Proposed Amendments and has executed a supplemental indenture to the Indenture effectuating the Proposed Amendments.

The Tender Offer and the Consent Solicitation will expire at the Expiration Time, unless extended or earlier terminated by Exalmar. The withdrawal deadline for the Tender Offer and the Consent Solicitation expired at 5:00 p.m., New York City time, on June 4, 2021 (the "Withdrawal Deadline"). Notes already tendered and Consents already delivered may no longer be validly withdrawn or revoked, and any Notes tendered or Consents delivered after the Withdrawal Deadline but at or prior to the Expiration Time may not be validly withdrawn or revoked.

Pursuant to the terms of the Tender Offer and the Consent Solicitation, Exalmar expects to purchase the Notes validly tendered (and not withdrawn) on or prior to the Expiration Time on June 25, 2021 following the satisfaction of the conditions to the Tender Offer and Consent Solicitation, or as soon as practicable thereafter (the "Final Payment Date"). On the Final Payment Date, Exalmar will pay in cash the total consideration of $1,000 per each $1,000 principal amount of Notes (the "Total Consideration") that have been validly tendered (and not withdrawn) by Holders thereof on or prior to the Expiration Time and that have been accepted for purchase, together with accrued and unpaid interest to, but excluding, the Final Payment Date.

Santander Investment Securities Inc. is serving as the Sole Dealer Manager for the Tender Offer and the Sole Solicitation Agent for the Consent Solicitation. For additional information regarding the terms of the Tender Offer and the Consent Solicitation, please contact: Santander Investment Securities Inc. at (855) 404-3636 (toll-free) or (212) 940-1442 (collect). Requests for documents may be directed to D.F. King & Co., Inc., which is acting as information agent and tender agent for the Tender Offer and the Consent Solicitation, at (800) 290-6424 (toll-free) or (212) 232-3233 (collect) or by e-mail at [email protected].

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER TO PURCHASE, A SOLICITATION OF AN OFFER TO PURCHASE OR A SOLICITATION OF CONSENT WITH RESPECT TO ANY SECURITIES. THE TENDER OFFER AND THE CONSENT SOLICITATION ARE BEING MADE SOLELY PURSUANT TO THE OFFER TO PURCHASE, WHICH SETS FORTH THE COMPLETE TERMS OF THE TENDER OFFER AND CONSENT SOLICITATION WHICH HOLDERS OF THE NOTES SHOULD CAREFULLY READ PRIOR TO MAKING ANY DECISION.

THE TENDER OFFER AND THE CONSENT SOLICITATION ARE NOT BEING MADE TO HOLDERS OF NOTES IN ANY JURISDICTION IN WHICH THE MAKING OF OR ACCEPTANCE OF THE TENDER OFFER OR THE CONSENT SOLICITATION WOULD NOT BE IN COMPLIANCE WITH THE LAWS OF SUCH JURISDICTION. EXALMAR EXPRESSLY RESERVES THE RIGHT, SUBJECT TO APPLICABLE LAW, TO TERMINATE THE TENDER OFFER AND THE CONSENT SOLICITATION.

Investor Relations:
Pesquera Exalmar S.A.A.
Raul Briceño, (+511) 441 4420 (ext. 1050)
[email protected]

SOURCE Pesquera Exalmar S.A.A.