Republic of Peru Announces Results of Tender Offer

LIMA, Peru, June 14, 2019 /PRNewswire/ -- The Republic of Peru ("Peru"), in accordance with its previously-announced offer (the "Offer") dated June 12, 2019, to purchase for cash (i) outstanding U.S. Dollar-Denominated Global Bonds and Euro-Denominated Global Bonds (together, the "Global Bonds"), and (ii) sovereign bonds or bonos soberanos (the "Bonos Soberanos"), including Bonos Soberanos in the form of Global Depositary Notes previously issued by Citibank N.A., in each case as set forth in the tables below (the "GDNs", together with the Bonos Soberanos and Global Bonds, collectively, the "Bonds"), today announced that the Offer expired as scheduled at (x) 11:00 a.m. New York City time, on June 13, 2019 for Non-Preferred Tenders (as defined in the Offer Document) and (y) 1:00 p.m. New York City time, on June 13, 2019 for Preferred Tenders (as defined in the Offer Document).  The Settlement Date for the Offer is expected to be June 20, 2019. Capitalized terms used but not defined in this press release have the meanings specified in the Offer Document.

In accordance with the Offer, Peru has determined the Maximum Purchase Amount of eligible Bonos Soberanos, including in the form of GDNs, U.S. Dollar-Denominated Global Bonds and Euro-Denominated Global Bonds applicable to the Offer to be approximately S/4,109,594,000.00, US$405,601,000.00 and €4,300,000, respectively. 

Peru priced: (i) a new issuance of its 5.400% Bonos Soberanos due 2034 (the "New Bonos Soberanos) and (ii) a new issuance of its U.S. Dollar-Denominated Global Bonds due 2030 (the "New Global Bonds", together with the New Bonos Soberanos, the "New Bonds").

The Purchase Price payable for each U.S.$1,000, €1,000 or S/1,000, as applicable, principal amount of each series of Bonds tendered by holders and accepted pursuant to the Offer was set forth in a previous press release.

For convenience, set forth below are the maturity date, outstanding aggregate principal amount, NEMONICO, CUSIP, ISIN and Common Code, as applicable, for each Bond subject to the Offer:

The final amount of New Bonos Soberanos the Republic will issue in connection with the Offer is subject to final confirmation by the Billing and Delivering Banks for the Offer, and the Billing and Delivering Banks for the Bonos Soberanos and GDNs.                       

The table below sets forth the aggregate principal amount of preferred and non-preferred tenders for the Bonos Soberanos, including in the form of GDNs, the pro ration factor, and the amounts accepted for preferred and non-preferred tenders.

The table below sets forth the aggregate principal amount of tenders for each series of the Global Bonds, the pro ration factor for each such series, and the amounts accepted for preferred and non-preferred tenders.

Only holders that were either (i) qualified institutional buyers ("QIBs") in the United States in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended (the "Securities Act") or (ii) non-U.S. persons outside the United States (as defined in Rule 902 of the Securities Act) (collectively, "Eligible Holders"), were eligible to participate in the New Bonos Soberanos Offering.  The New Global Bonds will be offered to the public in the United States pursuant to Peru's effective registration statement on file with the Securities and Exchange Commission.

The Information Agent of the Offer is:

Global Bondholder Services Corporation
65 Broadway – Suite 404
New York, NY 10006
United States of America
Attention: Corporate Actions
Banks and Brokers call: (212) 430-3774
Toll free: (866) 470-3800
http://www.gbsc-usa.com/Peru/

The Dealer Managers for the Offer are:

This communication shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be a sale of the securities referenced in this communication in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The Offer was not made to holders of Bonds 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. In any jurisdiction in which the securities laws or blue sky laws required the Offer to be made by a licensed broker or dealer, the Offer was deemed to be made on behalf of Peru by the dealer managers for the Offer or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction

In any EEA Member State this announcement is only addressed to and is only directed at qualified investors within the meaning of the Prospectus Directive.

Neither the communication of this announcement nor any other offer material relating to the New Bonds Offering and the Tender Offer has been approved, by an authorized person for the purposes of section 21 of the UK Financial Services and Markets Act 2000 (as amended, the "FSMA"). This announcement is only being distributed to and is only directed: at (i) persons who are outside the United Kingdom; or (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Order; persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated  associations etc.) of the Order; or (iii) whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) may otherwise lawfully be communicated or caused to be communicated (all such other persons together being referred to as "relevant persons"). Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

SOURCE The Republic of Peru