NEWS PROVIDED BY
Industrias Metalúrgicas Pescarmona S.A.I.C. Y F.
Jun 14, 2018, 17:17 ET
BUENOS AIRES, Argentina, June 14, 2018 /PRNewswire/ — Industrias Metalúrgicas Pescarmona S.A.I.C. Y F. (pending registration of its corporate name to “IMPSA S.A.”, hereinafter, “IMPSA“) and WPE International Coöperatief U.A. (“WPE International“) announced today that, in furtherance of each of IMPSA’s and Venti S.A.’s Acuerdo Preventivo Extrajudicial confirmed by the Second Commercial Court of Mendoza, Argentina on October 2 and October 3, 2017, respectively (collectively, the “Restructuring Plan“), they have posted notices with settlement instructions (the “Settlement Instructions“) to the holders of (i) 11.25% Notes due 2014 issued by IMPSA under its Global Medium-Term Note Program and the indenture dated as of October 22, 2007, as amended by the First Supplemental Indenture dated as of October 22, 2007 and the Second Supplemental Indenture dated as of September 30, 2010, and (ii) 10.375% Senior Notes due 2020 issued by WPE International under the indenture dated as of September 30, 2010, as amended and restated on December 27, 2013 (collectively, (i) and (ii), the “Existing Notes“).
In furtherance of the Restructuring Plan, holders of Existing Notes are requested to deliver any and all Existing Notes in accordance with the terms and subject to the conditions set out in the Settlement Instructions.
Holders of Existing Notes (including, for the avoidance of doubt, holders of Existing Notes that timely consented or timely executed the Restructuring Plan) are required to certify their status as a Qualified Owner (as defined in the Settlement Instructions) or as a non-Qualified Owner by validly delivering the applicable documents required under the Settlement Instructions to D.F. King & Co., Inc. (the “Settlement Agent“) by 5:00 p.m., New York City time, on July 19, 2018(such date, the “Expiration Deadline“).
Holders of Existing Notes that timely certify as to their Qualified Owner status by validly delivering the applicable required documentation by the Expiration Deadline shall receive certain Senior Notes due 2025 to be issued by IMPSA (the “Discount Notes“) on July 25, 2018 (the “Discount Notes Settlement Date“) pursuant to the terms and conditions of the Settlement Instructions and, upon delivery thereof, will be deemed to have authorized and instructed the trustee of the Existing Notes to cancel their Existing Notes.
Holders of Existing Notes that timely certify as to their non-Qualified Owner status by validly delivering the applicable required documentation by the Expiration Deadline will be entitled to receive the net cash proceeds from the sale of the applicable Discount Notes by Banco Comafi S.A. (the “Selling Agent“) within six (6) months as from the Discount Notes Settlement Date and, upon delivery of such net cash proceeds pursuant to the terms and conditions of the cash proceeds arrangement dated June 14, 2018 (the “Cash Proceeds Arrangement”), among IMPSA, the Settlement Agent and the Selling Agent, will be deemed to have authorized and instructed the trustee of the Existing Notes to cancel their Existing Notes.
Within fifteen (15) days following the sale of the applicable Discount Notes by the Selling Agent, such Selling Agent will transfer any remaining net cash proceeds that were not distributed as provided in the previous paragraph to IMPSA or any entity appointed by IMPSA (the “Escrow Agent”) for further distribution to any holder of remaining Existing Notes that validly delivers the applicable required documentation to the Settlement Agent until the date on which the abovementioned remaining net cash proceeds are transferred to the Escrow Agent and, thereafter, to the Escrow Agent as set forth in the Settlement Instructions, subject to the right of such holders to receive distributions not having expired as a matter of Argentina law.
IMPSA and WPE International expressly reserve their right, in their sole discretion, subject to applicable law, to extend the Expiration Deadline, the Discount Notes Settlement Date and any other date provided in the Settlement Instructions, and otherwise to amend the terms of the Settlement Instructions, in any respect, in furtherance of the Restructuring Plan. Any amendment of the Settlement Instructions by IMPSA or WPE International will be followed as promptly as practicable by an announcement thereof. Without limiting the manner in which IMPSA or WPE International may choose to make such announcement, IMPSA or WPE International will not, unless otherwise required by law, have any obligation to advertise or otherwise communicate any such announcement other than by press release or such other means of announcement as it deems appropriate.
For additional information, please refer to each of the Settlement Instructions. Questions regarding the Settlement Instructions should be directed to IMPSA or the Settlement Agent at the following contact information: (i) IMPSA: (a) Address in the Province of Mendoza, Argentina: Carril Rodríguez Peña 2451, Godoy Cruz, Mendoza, Argentina, Telephone: 54-261-413-1300; and (b) Address in the City of Buenos Aires, Argentina: Reconquista 1056, 7th floor, C1003ACW, Buenos Aires, Argentina, Telephone: 54-11-5071-0800; and (ii) the Settlement Agent: 48 Wall Street, 22nd Floor, New York, NY10005, Telephone: (212) 269 – 5550, All others call Toll Free: (866) 751-6312, email: wpe@dfking.com.