PETRÓLEOS DEL PERÚ - PETROPERÚ S.A. Announces Successful Completion of its Consent Solicitation and Effectiveness of the Proposed Amendments to the Indentures governing its outstanding 4.750% Note...

LIMA, Perú, June 2, 2022 /PRNewswire/ -- Petróleos del Perú – Petroperú S.A. (the "Company") today announced that, following receipt of the requisite consents from holders of its (i) 4.750% Notes Due 2032 (the "2032 Notes") and (ii) 5.625% Notes Due 2047 (the "2047 Notes" and, collectively with the 2032 Notes, the "Notes" and each a "Series") to certain proposed amendments to the indentures governing the Notes (the "Indentures" and each, an "Indenture"), as set forth in the Consent Solicitation Statement dated as of May 23, 2022 (the "Consent Solicitation Statement"), the Company successfully completed the consent solicitation on June 1, 2022 by (A) entering into a supplemental indenture to each Indenture (i) extending the timeframe within which the Company must deliver its audited financial statements for the 2021 fiscal year pursuant to the Indentures until September 30, 2022 and (ii) providing that failure by the Company to deliver its audited financial statements for the 2021 fiscal year by the new applicable deadline would constitute an Event of Default and not be subject to a cure period; and (B) paying the corresponding consent fee to each Holder who has validly delivered its consent on or prior to the expiration time of the consent solicitation, as described in the Consent Solicitation Statement.

As a result, the supplemental indentures to the Indentures effecting the proposed amendments are now operative and the Company has successfully completed the consent solicitation process with a strong support from its bondholders whose consents to the Company's proposed amendments represented more than 90% of the aggregate principal amount of Notes outstanding. 

The Company appreciates the assistance of (i) Citigroup Global Markets Inc., HSBC Securities (USA) Inc., and Santander Investment Securities Inc., in their role as Solicitation Agents, and (ii) Clifford Chance US LLP and Rubio Leguia Normand, as New York and Peruvian counsel to the Company, respectively, in the Consent Solicitation. 

"The successful closing of the consent solicitation highlights the positive steps that the Company, its board of directors and management have recently undertaken to regain investor confidence and it shows the strong support of its bondholders," commented Mr. Humberto Campodónico Sanchez, President of the Company's board of directors. Mr. Campodónico Sanchez added: "We would like to thank our investors for their understanding, and the solicitation agents and our legal advisors for their professionalism and guidance throughout this important process."        

This press release is neither an offer to purchase nor a solicitation of an offer to sell securities. 

About Petroperú:

Petróleos del Perú – Petroperú S.A. established in 1981 as a Public Limited Company pursuant with Legislative Decree No 43 (founded in 1969), Petroperú is the largest hydrocarbon corporate entity in Peru in terms of total sales and the largest enterprise of the Peruvian sovereign (100% owned by Peru). It is also Peru's second largest refiner in terms of refining volume capacity and forms a critical part of the country's energy infrastructure and economy. It has the largest distribution network for crude oil and refined products in the country, and it is the sole provider of refined products to certain areas of Peru. It is also the owner and operator of Peru's main oil pipeline, the "Norperuano Pipeline," which connects the crude oil production fields in the northern rainforest of Peru with its facilities in the Port of Bayovar near its Talara Refinery. Its business is comprised primarily of midstream and downstream petroleum activities, including the refining and blending of crude and intermediate hydrocarbon products, the distribution and sale of refined products through its wholesale distributors and associated retail service stations and direct sales, the transportation of crude through the Norperuano Pipeline, and the leasing of certain of its facilities to third parties. Petroperú also has a presence in the upstream sector.

Advisories:

Cautionary Note Concerning Forward-Looking Statements 

This press release and the Consent Solicitation Statement contain statements that are or may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Actual results may differ materially from those described in such forward-looking statements included in this press release and/or the Consent Solicitation Statement. You are cautioned not to place undue reliance on such forward-looking statements, which speak only as of their dates. The Company disclaims any obligation or undertaking to update publicly or revise any forward-looking statement contained in this press release or in the Consent Solicitation Statement, whether as a result of new information, future events or otherwise. Future events or circumstances could cause actual results to differ materially from historical results or those anticipated.

SOURCE Petróleos del Perú - Petroperú S.A.