Volcan gives early tenders for 4 3/8% notes, lifts cap to $110 million

By Wendy Van Sickle

Columbus, Ohio, June 16 – Volcan Compania Minera SAA said it took in early tenders of $209,564,000 of notes under its offer to purchase for cash up to $100 million of its $475 million outstanding 4 3/8% senior notes due 2026 (Cusips: 92863UAB2, P98047AC0) and announced that it increased the tender cap to $110 million in a Thursday press release.

The company announced the tender and a concurrent consent solicitation on June 2.

The early tenders received reflect 44.12% of the outstanding notes, and because the amount exceeds the revised tender cap, the tenders will be accepted at a proration factor of 52.56%.

Holders who tendered their notes prior to the 5 p.m. ET June 15 early tender deadline will receive the total consideration of $940 per $1,000 of notes accepted for purchase, which includes an early tender premium of $30 per $1,000 of notes.

The company said it will not accept additional tenders after the early deadline.

Volcan will also pay accrued interest up to the early settlement date, which is expected to be June 21.

In connection with the tender offer, Volcan was also soliciting consents to amend the indenture governing the notes to conform some covenants in the indenture with the company’s other debt instruments. The proposed amendments would permit the spinoff or any distribution of the interest held by Volcan or any of its subsidiaries in Cosco Shipping Ports Chancay Peru SA and/or Roquel Global SAC without regard to any limitations to the making of restricted payments.

Consents may be submitted without tendering notes, but not vice versa, and are subject to the same deadlines as the tender offer.

Consents delivered on or prior to the 5 p.m. ET June 15 early deadline are eligible for a payment of $2.50 per $1,000 principal amount consenting. Consents delivered after the early deadline but before the expiration time will not be eligible for the consent payment.

Consent solicitation payments are not included in the maximum tender amount.

The company announced that by the early deadline it had received the required consents under the solicitation and that is expects a supplemental indenture to be executed on June 21.

The offer will expire at 11:59 p.m. ET June 30.

Global Bondholder Services Corp. (212 430-3774, 855 654-2014; contact@gbsc-usa.com) is the tender and information agent.

Citigroup Global Markets Inc. (800 558-3745, 212 723-6106) and Santander Investment Securities Inc. (855 404-3636, 212 940-1442) are dealer managers.

Volcan is a mining company based in Lima, Peru.

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