PIURA, Peru, November 13, 2026 /PRNewswire/ — Terminales Portuarios Euroandinos Paita S.A. (the “Company”) announced today the successful results of its previously announced consent solicitation (the “Consent Solicitation”), where it sought the consents (the “Consents”) from the holders of its 8.125% Series 2012-1 Senior TPE Secured Notes due 2037 (the “Notes”), upon the terms and conditions described in the Company’s Consent Solicitation Statement, dated November 9, 2026 (the “Consent Solicitation Statement”), with respect to (i) the adoption of certain proposed amendments (the “Proposed Amendments”) to the Collateral Trust Indenture, dated as of April 11, 2012 (as amended, supplemented or otherwise modified prior to the date hereof, the “Indenture”), by and between the Company and Citibank N.A., as collateral indenture trustee (the “Indenture Trustee”), Securities Intermediary, Paying Agent and Transfer Agent and (ii) directing the Indenture Trustee to consent to Citibank del Perú S.A. (the “Peruvian Trustee”) amending that certain payment and guarantee trust agreement (Contrato de Fideicomiso no Discrecional en Administración y Garantía), dated as of April 13, 2012 (the “Trust Agreement”), by and between the Company and the Peruvian Trustee, as trustee. Unless otherwise defined herein, capitalized terms used herein have the meanings given to them in the Consent Solicitation Statement.
As of 5:00 p.m., New York City time, on November 13, 2026 (the “Expiration Time”), Holders representing a majority in aggregate principal amount of the outstanding Notes not held by the Company or any of its affiliates have validly delivered (and not withdrawn) the Requisite Consents to the Proposed Amendments described in the Consent Solicitation Statement. The Revocation Deadline for the Consent Solicitation has passed and, therefore, Consents that have been validly delivered cannot be revoked.
Subject to the conditions set forth in the Consent Solicitation Statement, upon payment by the Company to Holders, which is expected to occur on November 20, 2026, of the Consent Fee equal to U.S.$5.00 per U.S.$1,000 principal amount of the Notes (subject to the Scaling Factor) for which such Holder has validly delivered (and not validly revoked) Consents to the Proposed Amendments prior to the Expiration Time, the Proposed Amendments, including the Supplemental Indenture and the Amendment to the Trust Agreement, will be effective and operative.
The Company has retained Santander US Capital Markets LLC as solicitation agent (the “Solicitation Agent”). Any questions or requests for assistance or for copies of the Consent Solicitation Statement or related documents may be directed to the Information and Tabulation Agent at its telephone numbers or e-mail address set forth below. A Holder of Notes as of the Record Time also may contact the Solicitation Agent, at Santander US Capital Markets LLC, +1 (855) 404-3636 (Toll-Free), +1 (212) 350-0660 (Collect), AmericasLM@santander.us, or such Holder’s broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Consent Solicitation. The Information and Tabulation Agent for the Consent Solicitation is S&P Global Inc., +1 (212) 849-3880 (Banks and Brokers call), +1 (888) 593-9546 (All others call toll-free), consentoffer@spglobal.com.
THIS PRESS RELEASE IS NEITHER AN OFFER TO SELL NOR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITY. THIS ANNOUNCEMENT IS ALSO NOT A SOLICITATION OF CONSENTS TO ANY PROPOSED AMENDMENTS. NO RECOMMENDATION IS MADE AS TO WHETHER HOLDERS OF THE NOTES SHOULD CONSENT TO THE PROPOSED AMENDMENTS.
Forward-Looking Statements
This press release contains 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. 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, 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.
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