Peru’s Orazul Energy modifies tender for 5 5/8% notes to fixed-rate offer, pushes out deadline

By Wendy Van Sickle

Columbus, Ohio, July 29 – Orazul Energy Peru SA said it extended the expiration of its tender offer for up to $150.4 million of its $550 million outstanding 5 5/8% senior notes due 2027 (Cusips: 68559BAA5, P7372BAA1) and modified the offer to a fixed-price tender offer from a modified Dutch auction one.

The offer will now expire at 11:59 p.m. ET on Aug. 11, pushed back from 5 p.m. ET on July 30 and previously from 11:59 p.m. ET on July 26, according to a press release.

Settlement is now planned for Aug. 12.

The company will now pay a total consideration of $1,035 plus interest for each $1,000 note.

Previously, as announced on June 28, Orazul planned to accept bids in a price range of $1,000 to $1,020 per $1,000 note, which was to be inclusive of an early tender premium of $50 per note.

On July 12, Orazul extended the early payment deadline in the offer to match the expiration so that all noteholders who tendered would receive the early tender premium of $50 per $1,000 note.

Holders who have already submitted tenders will be eligible to receive the total consideration without resubmitting their tenders.

Tenders may be subject to proration and may be withdrawn until the expiration time.

In the original offer document, Orazul announced that any net cash proceeds not used in the tender offer, because tenders received were for less than the maximum amount, may be used for general corporate purposes, including distributions to its shareholders. The company said it does intend to distribute to shareholders any remaining net cash proceeds, which could result in a ratings decline of the notes or a lower market price for the notes.

The tender offer constitutes an asset sale offer pursuant to the requirements of the indenture, in connection with Orazul’s sale in August 2020 of its indirect ownership in the transmission business companies, Etenorte SRL and Eteselva SRL.

Credit Suisse Securities (USA) LLC (800 820-1653, 212 538-2147) and Santander Investment Securities Inc. (855 404-3636, 212 940-1442) are dealer managers for the tender offer.

D.F. King & Co., Inc. (866 370-1749, 212 269-5550) is the information and tender agent for the offer.

Formerly Orazul Energy Egenor S. en C. por A, Orazul Energy is a Lima, Peru-based power generation and distribution company.

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