Company Announcements

CALLAO, Peru, June 3, 2025 /PRNewswire/ -- Alicorp S.A.A. ("Alicorp") (Lima Stock Exchange: ALICORC1 and ALICORI1) announced today that it has commenced a tender offer for cash (the "Offer") for any and all of its outstanding 6.875% Senior Notes due 2027 (CUSIP Nos. 016234 AC0 and P0161K DW0) (the "Notes").

The Offer is being made on the terms and subject to the conditions set forth in the Offer to Purchase, dated June 3, 2025 (the "Offer to Purchase") and the related Notice of Guaranteed Delivery (as these terms are defined in the Offer to Purchase and, collectively, the "Offer Documents"). Capitalized terms used but not defined have the meanings assigned to them in the Offer to Purchase.

The following table sets forth certain information relating to the Notes:

As set forth in the table above, subject to the terms and conditions of the Offer, holders of the Notes (each, a "Holder") must validly tender and not properly withdraw their Notes at or before 9:00 a.m., New York City time, on June 10, 2025, unless such date and time are extended or the 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 "Expiration Time") to receive S/ 1,015 for each S/ 1,000 in principal amount of Notes (the "Consideration").

Holders who wish to be eligible to receive the Consideration must validly tender and not validly withdraw their Notes at any time at or prior to the Expiration Time. Tendered Notes may be withdrawn at any time at or prior to the earlier of (i) the Expiration Time, (ii) if the Offer is extended, the 10th business day after commencement of the Offer and (iii) at any time after the 60th business day after commencement of the Offer if for any reason the Offer has not been consummated within 60 business days after commencement.

Alicorp anticipates that it will accept for purchase Notes validly tendered and not validly withdrawn at or before the Expiration Time and pay for such accepted Notes promptly following the Expiration Time (the "Settlement Date"). In addition to the Consideration, 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 Settlement Date.

Alicorp reserves the right to amend, terminate or withdraw the Offer for the Notes, subject to disclosure and other requirements as and as required by applicable law. In the event of a termination or withdrawal of the Offer, Notes tendered and not accepted for purchase pursuant to the Offer will be promptly returned to the tendering holders.

The Offer is not conditioned upon the tender of any minimum principal amount of Notes.  However, the Offer is subject to, and conditioned upon the satisfaction or waiver of certain conditions described in the Offer to Purchase in respect of the Offer, including the Financing Condition, as described therein.

Alicorp has engaged BBVA Securities Inc., BofA Securities, Inc., Goldman Sachs & Co. LLC, and J.P. Morgan Securities LLC as the Dealer Managers for the Offer. Persons with questions regarding the Offer should contact BBVA Securities Inc. at  (212) 728-1607 (Collect) or (800) 422-8692 Toll Free), BofA Securities, Inc. at (646) 855-8988 (Collect) or (888) 292-0070 (Toll Free), Goldman Sachs & Co. LLC at  (212) 357-1452 (Collect) or (800) 828-3182 (Toll Free), and J.P. Morgan Securities LLC at (212) 834-7279 (Collect) or (866) 846-2874 (Toll Free).  

The complete terms and conditions of the Offer are described in the Offer Documents, copies of which are available at the following web address: http://www.dfking.com/alicorp, or may also be obtained from D.F. King & Co., Inc. ("D.F. King"), the Information Agent and Tender Agent for the Offer, by contacting D.F. King at (877) 361-7972 (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. None of Alicorp, the Dealer Managers, the Tender Agent, the Information Agent or the Trustee for the Notes makes any recommendation in connection with the Offer. Please refer to the Offer Documents for a description of offer terms, conditions, disclaimers and other information applicable to the Offer.

About Alicorp
Alicorp is a leading Latin American producer, distributor and marketer of branded consumer products under three business segments: consumer goods; aquafeed; and B2B (business to business) branded products. Alicorp is headquartered in Peru, where it operates 29 manufacturing facilities, and has international operations in Ecuador, Chile, Bolivia and Honduras.

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.

 

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SOURCE Alicorp S.A.A.