LIMA, Perú, Jan. 28, 2025 — Kallpa Generación S.A., a sociedad anónima incorporated under the laws of Peru (the “Company“), today announced the expiration, at 5:00 p.m., New York City time, on January 27, 2025 (the “Expiration Date“), and final results of its previously announced cash tender offer (the “Offer“) for any and all of its outstanding 4.875% Senior Notes due 2026 (the “Notes“).
The Offer was made pursuant to the terms and conditions set forth in the offer to purchase dated January 21, 2025 (the “Offer to Purchase“) and the related Notice of Guaranteed Delivery (the “Notice of Guaranteed Delivery“). The Offer is subject to certain conditions, as set forth in the Offer to Purchase, including the Financing Condition (as defined in the Offer to Purchase).
According to information provided by the Tender Agent (as defined below), as of the Expiration Date, U.S.$273,638,000 aggregate principal amount, or approximately 78%, of the Notes had been validly tendered (and not validly withdrawn). The Company has accepted for purchase all of the Notes validly tendered and not validly withdrawn at or prior to the Expiration Date pursuant to the Offer. Holders who validly tendered (and did not validly withdraw) their Notes at or prior to the Expiration Date will receive the “Tender Offer Consideration” of U.S.$1,001.50 per U.S.$1,000.00 principal amount of Notes. In addition to the Tender Offer Consideration, Holders will receive accrued and unpaid interest on all Notes tendered and accepted for payment in the Offer from the last interest payment date up to, but excluding, the settlement date for the Offer, which is expected to be on or about January 30, 2025.
The Company retained Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Santander US Capital Markets LLC to act as Dealer Managers for the Offer. D.F. King & Co., Inc. is the information agent (the “Information Agent“) and tender agent (the “Tender Agent“) for the Offer. Holders who would like additional copies of the Offer to Purchase or the Notice of Guaranteed Delivery may call or email the Information Agent at (888) 628-9011 (toll-free) or (212) 269-5550 (for banks and brokers) or at [email protected]. Copies of the Offer to Purchase and the Notice of Guaranteed Delivery are also available at the following website: www.dfking.com/Kallpa. Questions regarding the Offer should be directed to Deutsche Bank Securities Inc. at (866) 627-0391 (toll free) or (212) 250-2955 (collect), J.P. Morgan Securities LLC at (866) 846-2874 (toll-free) or (212) 834-7279 (collect) or Santander US Capital Markets LLC at (855) 404-3636 (toll-free) or (212) 350-0660 (collect). This press release is for informational purposes only.
None of the Offer to Purchase, the Notice of Guaranteed Delivery nor any related documents were filed with or reviewed by any federal or state securities commission or regulatory authority of any country, and the Offer to Purchase, the Notice of Guaranteed Delivery or any related documents were not reviewed or approved by the Peruvian Superintendency of Securities (Superintendencia del Mercado de Valores), the Lima Stock Exchange (Bolsa de Valores de Lima) or the Luxembourg Stock Exchange (Bourse De Luxembourg). No authority passed upon the accuracy or adequacy of the Offer to Purchase, the Notice of Guaranteed Delivery or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary. The Offer was made solely on the terms and conditions set forth in the Offer to Purchase and the Notice of Guaranteed Delivery.
This press release is not an offer to purchase or a solicitation of an offer to purchase with respect to any Notes or any other securities. The Offer was made solely pursuant to the terms of the Offer to Purchase and the Notice of Guaranteed Delivery. The Offer was not made to holders of Notes 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.
Forward-Looking Statements
This document may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are not based on historical facts and are not assurances of future results. These forward-looking statements are identified by terms and phrases such as “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “should,” “could,” “may,” “plan,” “project,” “predict,” “will” and similar expressions and include references to assumptions and relate to the future prospects, developments and business strategies of the Company. These statements include but are not limited to forward-looking statements about the Offer, including whether the Offer is consummated in whole or in part. These estimates and forward-looking statements are based upon the Company’s current expectations and estimates on projections about future events and trends, which affect or may affect the Company’s businesses and results of operations. Although the Company believes that these estimates and forward-looking statements are based upon reasonable assumptions, they are subject to several risks and uncertainties and are made in light of information currently available to the Company. Estimates and forward-looking statements involve risks and uncertainties and are not guarantees of future performance. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations and the Company’s future results may differ materially from those expressed in these estimates and forward-looking statements.
All forward-looking statements are expressly qualified in their entirety by this cautionary statement, and you should not place reliance on any forward-looking statement contained in this press release. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.
SOURCE Kallpa Generación S.A.
