Alicorp commences a tender offer for up to U.S.$150 million of its outstanding 3.875% Senior Notes due 2023

Alicorp commences a tender offer for up to U.S.$150 million of its outstanding 3.875% Senior Notes due 2023

PR Newswire

CALLAO, Peru, Jan. 12, 2015 /PRNewswire/ — Alicorp, S.A.A. (“Alicorp“) (Lima Stock Exchange: ALICORC1 and ALICORI1) announced today that it has commenced a tender offer (the “Tender Offer“) for up to U.S.$150 million of its outstanding 3.875% Senior Notes due 2023 (CUSIP Nos. 016234AA4 and P0161KDN0) (the “Notes“).

The Tender Offer is being made on the terms and subject to the conditions set forth in the Offer to Purchase, dated January 12, 2015 (the “Offer to Purchase“). Upon the terms and subject to the conditions described in the Offer to Purchase, Alicorp is offering to purchase for cash up to $150 million of Notes (the “Maximum Repurchase Amount“).

As set forth in the table below, subject to the terms and conditions of the Tender Offer, holders of the Notes (each, a “Holder“) must validly tender and not properly withdraw their Notes at or before 5:00 p.m., New York City time, on January 26, 2015, unless such date and time are extended or the Tender Offer is earlier terminated by Alicorp in its sole discretion, subject to applicable law (such time and date, as may be extended or earlier terminated, the “Early Tender Deadline“) to receive an early tender premium of $30.00 for each $1,000 in principal amount of Notes (the “Early Tender Premium“) plus $942.50 for each $1,000 in principal amount of Notes (the “Tender Offer Consideration“) for a total consideration of $972.50 for each $1,000 in principal amount of Notes (the “Total Consideration“). Holders validly tendering their Notes after the Early Tender Deadline and at or before the Expiration Time will be eligible to receive only the Tender Offer Consideration.

Except as required by applicable law, Notes validly tendered may be withdrawn only at or before 5:00 p.m., New York City time, on January 26, 2015, unless extended (such date and time, as the same may be extended or earlier terminated, the “Withdrawal Deadline“). The Tender Offer will expire at 11:59 p.m., New York City time, on February 9, 2015, unless otherwise extended (such time and date, as may be extended, the “Expiration Time“).

Title of Security

CUSIP Number

Aggregate Principal Amount Outstanding

Early Tender Premium(1)

Tender Offer Consideration(2)

Total
Consideration
(2)

Maximum Repurchase Amount

3.875% Senior Notes due 2023


016234AA4
P0161KDN0

$450,000,000

$30.00

$942.50

$972.50

$150,000,000


(1) Per $1,000 principal amount of Notes tendered at or before the Early Tender Deadline.
(2) Per $1,000 principal amount of Notes and excluding accrued and unpaid interest on the Notes, which will be paid in addition to the Total Consideration or Tender Offer Consideration, as applicable.

If more than the Maximum Repurchase Amount of Notes are validly tendered and not properly withdrawn, and Notes are accepted for purchase, the amount of Notes that will be purchased will be prorated as described in the Offer to Purchase. If, at the Early Tender Deadline, the aggregate principal amount of Notes accepted for purchase equals or exceeds $150 million, we do not expect to accept any additional Notes tendered by Holders after the Early Tender Deadline. If, at the Early Tender Deadline, the aggregate principal amount of Notes validly tendered (and not properly withdrawn) is less than $150 million, we expect to accept for payment all Notes validly tendered and not properly withdrawn at or before the Early Tender Deadline, and only Notes validly tendered after the Early Tender Deadline and at or before the Expiration Time will be subject to proration.

Alicorp anticipates that, subject to proration as described in the Offer to Purchase, it will accept for purchase and pay for Notes validly tendered and not validly withdrawn at or before the Early Tender Deadline promptly following the Early Tender Deadline and will accept for purchase and pay for Notes validly tendered after the Early Tender Deadline and at or before the Expiration Time promptly following the Expiration Time. In addition to the Total Consideration or Tender Offer Consideration, as applicable, holders of Notes accepted for payment will receive accrued and unpaid interest from the last interest payment date for the Notes to, but not including, the applicable settlement date.

Alicorp reserves the right, but is not obligated, to increase the Maximum Repurchase Amount.

Alicorp has engaged BofA Merrill Lynch as the Dealer Manager for the Tender Offer. Persons with questions regarding the Tender Offer should contact BofA Merrill Lynch at (888) 292-0070 (Toll-Free) or (646) 855-8988 (Collect).

The complete terms and conditions of the Tender Offer are described in the Offer to Purchase, copies of which may be obtained from D.F. King & Co., Inc. (“D.F. King“), the Information Agent and Tender Agent for the Tender Offer, by contacting D.F. King at (877) 297-1739 (Toll-Fee) or (212) 269-5550 (Collect), or email alicorp@dfking.com.

This press release is not an offer to sell the Notes or any securities and it is not soliciting an offer to buy the Notes or any securities. Alicorp has neither obtained any commitments to purchase, nor entered into any agreements, to sell any securities.

About Alicorp
Alicorp is a leading consumer goods company headquartered in Peru, with operations in other Latin American countries, such as Argentina, Brazil, Chile, Ecuador, and exports to 23 other countries. The Company focuses on three core businesses: (1) Consumer Products (food, personal and home care products), in Peru, Brazil, Argentina, Ecuador, Colombia and other countries, (2) Industrial Food Products (industrial flour, industrial lard, pre-mix and food service products), and (3) Animal Nutrition (fish and shrimp feeding).

Forward-Looking Statements
Certain statements contained in this news release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Alicorp’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Alicorp’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.

Any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by law, Alicorp does not undertake any obligation to update or revise any forward-looking statement, whether as a result of 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.

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/alicorp-commences-a-tender-offer-for-up-to-us150-million-of-its-outstanding-3875-senior-notes-due-2023-300019066.html

SOURCE Alicorp, S.A.A.

Be the first to comment

Leave a Reply