LIMA, Peru, Sept. 11, 2019 /PRNewswire/ -- Banco de Crédito del Perú ("BCP") today announced the early tender results in connection with its previously announced offer to purchase for cash (the "PEN Notes Tender Offer") up to S/1,600 million (the "PEN Notes Maximum Tender Amount") of the outstanding 4.850% Senior Notes due 2020 issued by BCP (the "PEN Notes").
The early tender date for the PEN Notes Tender Offer was 5:00 p.m., New York City time, on September 11, 2019 (the "Early Tender Date"). BCP has been advised by D.F. King & Co., Inc., the information and tender agent (the "Information and Tender Agent"), that, as of the Early Tender Date, S/1,847.2 million in aggregate principal amount of the PEN Notes, or approximately 92.36% of the outstanding PEN Notes, had been validly tendered (and not validly withdrawn) pursuant to the PEN Notes Tender Offer. The PEN Notes that have been validly tendered (and not validly withdrawn prior to or at the Early Tender Date) cannot be withdrawn, except as may be required by applicable law. Holders who validly tendered their PEN Notes at or prior to the Early Tender Date, in the manner described in the Offer to Purchase (as defined below) will be eligible to receive the PEN Notes Total Consideration, which includes the Early Tender Payment, plus Accrued Interest (as defined in the Offer to Purchase), on the PEN Notes Early Settlement Date, which is expected to be September 17, 2019, or as promptly as practicable thereafter.
The table below summarizes certain information regarding the PEN Notes Tender Offer:
CUSIP and ISIN
PEN Notes Total
4.850% Senior Notes
CUSIP: 05990G AC9/P0956J CK9
Per S/1,000 principal amount of Notes, validly tendered and accepted for purchase, plus Accrued Interest. The Purchase Price (as defined in the Offer to Purchase) and, if applicable, Accrued Interest, will be paid in U.S. dollars, as calculated by translating the amount in Peruvian Soles of such Purchase Price or Accrued Interest, as applicable, into U.S. dollars at the Representative Market Rate (as defined in the Offer to Purchase) on the applicable FX Rate Determination Date (as defined in the Offer to Purchase). See "Principal Terms of the Tender Offer—Payment of Total Consideration in U.S. Dollars" in the Offer to Purchase.
The PEN Notes Tender Offer will expire at 11:59 p.m., New York City time, on September 25, 2019, unless extended, terminated early or withdrawn (such date and time, as the same may be extended, the "PEN Expiration Time").
BCP's obligation to purchase PEN Notes in the PEN Notes Tender Offer is subject to and conditioned upon the satisfaction or waiver of certain conditions, including, without limitation, the PEN Financing Condition, described in the Offer Documents. BCP reserves the right, in BCP's sole discretion, to amend or terminate the Tender Offer at any time.
The terms and conditions of the PEN Notes Tender Offer are described in the offer to purchase dated August 28, 2019 (the "Offer to Purchase") and the related letter of transmittal (the "Letter of Transmittal" and, together with the Offer to Purchase, the "Offer Documents").
As previously announced, BCP will only accept for purchase PEN Notes in an aggregate principal amount that will not exceed the PEN Notes Maximum Tender Amount of S/1,600 million. Given that BCP has been advised by the Tender Agent and Information Agent that, as of the Early Tender Date, S/1,847.2 million in aggregate principal amount of the PEN Notes, or approximately 92.36% of the outstanding PEN Notes, had been validly tendered (and not validly withdrawn) pursuant to the PEN Notes Tender Offer, BCP will not accept any PEN Notes for purchase after the date hereof. As any PEN Notes validly tendered (and not validly withdrawn) in the PEN Notes Tender Offer will be accepted for purchase by BCP subject to the PEN Notes Maximum Tender Amount (as defined in the Offer to Purchase), purchases of validly tendered PEN Notes will be prorated, as more fully described in the Offer to Purchase. In accordance with Peruvian Central Bank rules, BCP will not increase the PEN Notes Maximum Tender Amount.
As set forth in the Offer to Purchase, because DTC does not have the ability to deliver payments to its participants in Peruvian Soles, BCP will pay the Purchase Price and, if applicable, Accrued Interest, in U.S. dollars, by translating the applicable amount in Peruvian Soles into U.S. dollars at the Representative Market Rate (as defined in the Offer to Purchase) on the Early Tender Date. The Representative Market Rate in effect on September 11, 2019 is of S/3.3426 per U.S.$1.00.
To contact the Information and Tender Agent, banks and brokers may call +1 (212) 269-5550, and others may call U.S. toll-free: +1 (877)732-3614 or email firstname.lastname@example.org. Additional contact information is set forth below.
By Mail, Hand or Overnight Courier:
By Facsimile Transmission:
48 Wall Street
(for eligible institutions only)
New York, NY 10005
Attention: Andrew Beck
Confirmation by Telephone
Attention: Andrew Beck
+1 (212) 269-5552
Copies of each of the Offer Documents are available at the following web address: www.dfking.com/bcp.
Any questions or requests for assistance or for additional copies of this notice may be directed to the dealer managers at their respective telephone numbers set forth below or, if by any Holder, to such Holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the PEN Notes Tender Offer.
The dealer managers for the PEN Notes Tender Offer are:
BofA Merrill Lynch One Bryant Park New York, New York 10036 Attention: Liability Management Collect: +1 (646) 855-8988 U.S. Toll Free: +1 (888) 292‑0070
One Bryant Park
New York, New York 10036
Attention: Liability Management
Collect: +1 (646) 855-8988
U.S. Toll Free: +1 (888) 292‑0070
Credicorp Capital Sociedad Agente Av. el Derby 055 Edificio Cronos, Collect: +51 (1) 313-2902
Av. el Derby 055 Edificio Cronos,
Collect: +51 (1) 313-2902
J.P. Morgan Securities LLC
This notice does not constitute or form part of any offer or invitation to purchase, or any solicitation of any offer to sell, the PEN Notes or any other securities in the United States or any other country, nor shall it or any part of it, or the fact of its release, form the basis of, or be relied on or in connection with, any contract therefor. The PEN Notes Tender Offer is made only by and pursuant to the terms of the Offer Documents, and the information in this notice is qualified by reference to the Offer to Purchase and the related Letter of Transmittal. None of BCP, the dealer managers or the Information and Tender Agent makes any recommendation as to whether Holders should tender their PEN Notes pursuant to the PEN Notes Tender Offer.
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SOURCE Banco de Credito del Peru