Pesquera Exalmar S.A.A. Announces Exchange Offer and Consent Solicitation for Any and all of its 7.375% Senior Notes Due 2020
December 22, 2017 at 06:42 pm EST
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Pesquera Exalmar S.A.A. announced that it has commenced a private exchange offer (the "Exchange Offer") for any and all of its outstanding 7.375% Senior Notes due 2020 (the "Existing Notes") for its new 7.625% Senior Notes due 2025 (the "New Notes"). Eligible Holders validly tender their Existing Notes and deliver their consents on or prior to January 8, 2018, unless extended will receive USD 1,000 in principal amount of New Notes and USD 10 in cash payment for each USD 1,000 in principal amount of Existing Notes accepted for exchange. Eligible Holders who validly tender their Existing Notes on or prior to 11:59 p.m., New York City time, on January 23, 2018, unless extended (the "Expiration Date"), but after the Early Expiration Date, will receive USD 970 in principal amount of New Notes for each USD 1,000 in principal amount of Existing Notes accepted for exchange. The amount of New Notes to be issued to any Eligible Holder will be issued in minimum denominations of USD 200,000 and integral multiples of USD 1,000 above such amount and will be rounded down to the nearest USD 1,000. Concurrently with the Exchange Offer, the Company is soliciting consents together with the Exchange Offer certain proposed amendments with respect to the indenture dated as of February 1, 2013 by and among the Company, The Bank of New York Mellon, as trustee, and The Bank of New York Mellon SA/NV, Luxembourg Branch (formerly The Bank of New York Mellon (Luxembourg) S.A.), as Luxembourg listing agent, paying agent and transfer agent, pursuant to which the Existing Notes were issued. The proposed amendments will eliminate substantially all of the restrictive covenants and certain events of default and related provisions under the Existing Notes Indenture. Any Eligible Holder who tenders Existing Notes for exchange must also deliver its consent to the proposed amendments.
Pesquera Exalmar SAA is a Peru-based company primarily engaged in the fishing and food processing sectors. The Company mainly specializes in the extraction, processing and distribution of aquatic resources for direct human consumption, such as mackerels, jack mackerels, squid and mahi-mahi fish, as well as it also produces and distributes fish oil and fish meal. The Company's facilities include six production plants located in the cities of Paita, Chicama, Chimbote, Huacho, Callao and Tambo de Mora. In addition, it operates a fleet of 45 vessels with a total storage capacity of 12,230 cubic meters. As of December 31, 2011, the Company owned such subsidiaries as Corporacion del Mar SA, Inversiones Poas SAC, Pesquera del Sur SRL, Walda SAC, Inversiones Pesqueras Valentina SAC and Pesquera Cabasoni SAC, among others, and Caleta de Oro Holding SA was its majority shareholder with 60.62% of its interest.