Volcan begins purchase offer on up to $120 million 5 3/8% notes

By Taylor Fox

New York, Feb. 1 – Volcan Compania Minera SAA commenced an offer to purchase for cash up to $120 million of the $535,264,000 outstanding 5 3/8% senior notes due 2022 (Cusip: 92863UAA4, P98047AA4), according to a news release.

Holders who tender notes prior to the 5 p.m. ET Feb. 12 early tender deadline will receive the total consideration of $1,037.50 per $1,000 of notes, which includes an early tender premium of $30 per $1,000 of notes.

Holders who tender notes after the early tender deadline, but before the expiration time, will receive $1,007.50 per $1,000 of notes.

Volcan will also pay interest on the notes.

Volcan intends to accept for purchase all notes validly tendered at or prior to the early tender date, and will only prorate such notes if the principal amount of notes validly tendered at or prior to the early tender date exceeds the maximum tender amount.

If the tender offer is not fully subscribed as of the early tender date, holders who validly tender notes after the early tender date but at or prior to the expiration date may have their tenders subject to proration if the amount of notes validly tendered at or prior to the expiration date exceeds the maximum tender amount.

Subject to the maximum tender amount and proration and subject to the priority in proration, all notes validly tendered at or prior to the early tender date will be accepted for purchase before any notes validly tendered after the early tender date are accepted for purchase.

If the tender offer is fully subscribed as of the early tender date, holders who validly tender notes after the early tender date will not have any of their notes accepted for purchase, provided that such notes may be accepted for purchase if Volcan increases the maximum tender amount.

The offer to purchase is being made in connection with a concurrent offering of senior unsecured notes by Volcan guaranteed by Companía Minera Chungar SAC, Empresa Administradora Cerro SAC and Oxidos de Pasco SAC.

Notes may be withdrawn at or prior to 5 p.m. ET Feb. 12.

The offer will expire at 11:59 p.m. ET March 1.

Global Bondholder Services Corp. (212 430-3774, 866 470-3700; contact@gbsc-usa.com) is the tender and information agent.

Banco BTG Pactual SA- Cayman Branch (212 293-4600, ol-dcm@btgpactual.com), Citigroup Global Markets Inc. (800 558-3745, 212 723-6106) and Santander Investment Securities Inc. (855 404-3636, 212 940-1442) are dealer managers.

Volcan is a mining company based in Lima, Peru.

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