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SOURCE Grupo ACP
LIMA, Peru, Sept. 26, 2013 /PRNewswire/ -- /PRNewswire/ -- Grupo ACP Inversiones y Desarrollo ("Grupo ACP") announced today that, in connection with its solicitation of consents (the "Consent Solicitation") from holders of record as of September 12, 2013 (the "Holders") of its outstanding $85.0 million aggregate principal amount of 9.00% Notes due 2021 (the "Notes") (ISIN XS0611909291, Common Code: 061190929) for the purpose of obtaining waivers (the "Waivers") relating to certain defaults under the Indenture, dated as of March 30, 2011, as amended by the first supplemental indenture, dated as of March 21, 2013 (as so amended, the "Indenture") by and among Grupo ACP, as issuer, Citibank, N.A., London Branch, as trustee, registrar and paying agent (the "Trustee"), and Dexia Banque Internationale a Luxembourg, societe anonyme, as Luxembourg transfer agent and paying agent (the "Luxembourg Agent"), governing the Notes, it has received validly executed consents from Holders representing a majority of the aggregate principal amount outstanding of Notes as of 5:00 p.m. Central European Time, on September 26, 2013 (the "Consent Date").
Accordingly, the Waivers became effective as of 5:00 p.m., Central Europe time, on September 26, 2013 (the "Effective Time"). All current Holders of Notes, including non-consenting Holders, and all subsequent Holders will be bound by the Waivers. Consents that were delivered at or prior to the Effective Time may not be withdrawn or revoked, except as required by law. Holders of the Notes who provided Consents will be eligible to receive a consent fee of $3.75 per $1,000 principal amount of Notes for which Consents were received on or prior to the Consent Date.
The effect of the Waivers is to waive (i) the default in the Maximum Debt Ratio (as defined in the Indenture), for the 12-month period from June 30, 2013 until June 30, 2014 (for the avoidance of doubt, compliance will be required to be measured based on the financial statements as of June 30, 2014); and (ii) the anticipated default in the Dividend to Financial Expense Ratio (as defined in the Indenture) as of December 31, 2013 (for the avoidance of doubt, annual compliance will be required to be measured based on the financial statements as of and for the 12 months ended December 31, 2014). Grupo ACP has undertaken to strengthen its capital structure through a primary and secondary equity offering of Grupo ACP Corp. S.A.A. that is currently in process and it believes that after giving effect to such equity offering it will come into compliance with the Maximum Debt Ratio and the Dividend to Financial Expense Ratio.
Holders with questions regarding the Consent Solicitation may contact Bondholder Communications Group, LLC, the information and tabulation agent, at: +44 (0) 20 7382-4580 (London) or +1 (212) 809-2663 (New York); or Citigroup Global Markets Inc., the Solicitation Agent at (800) 558-3745 (U.S. toll free) or (212) 723-6108 (collect), Attn: Liability Management Group.
This press release is for informational purposes only. The Consent Solicitation was only made pursuant to the consent solicitation documents, including the Consent Solicitation Statement, which had been previously distributed to Holders. The Consent Solicitation was not made to Holders in any jurisdiction in which the making or acceptance thereof would have not been in compliance with the securities, blue sky or other laws of such jurisdiction.
About Grupo ACP
Grupo ACP is a leading financial services holding company focused on micro businesses in Peru, Mexico, Brazil and other Latin American countries. It is organized as an asociacion civil sin fines de lucro (not-for-profit association) headquartered in Lima, Peru.
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