Crédito Real, S.A.B. de C.V., Sociedad Financiera de Objeto Múltiple, Entidad No Regulada Announces The Early Results And Extends Early Tender/Consent Payment Deadline Of Its Cash Tender Offer For Up To U.S.$215,000,000 Of Its 7.250% Senior Notes Due 2023 (CUSIP Nos. 22548WAA0 / P32457AA4; ISIN Nos. US22548WAA09 / USP32457AA44; And Common Code Nos. 145496446 / 145435706) And Solicitation Of Consents For Proposed Amendments To The Related Indenture

MEXICO CITY, Jan. 21, 2021 /PRNewswire/ -- Crédito Real, S.A.B. de C.V., Sociedad Financiera de Objeto Múltiple, Entidad No Regulada (the "Company" or "we") announced today that it has extended the early tender date and consent payment deadline of its previously announced (i) tender offer to purchase for cash (the "Tender Offer") up to U.S.$215,000,000 aggregate principal amount outstanding (the "Maximum Tender Amount") of its 7.250% Senior Notes due 2023 (the "Notes") (CUSIP Nos. 22548WAA0 / P32457AA4; ISIN Nos. US22548WAA09 / USP32457AA44; and Common Code Nos. 145496446 / 145435706) and (ii) solicitation of consents (the "Consent Solicitation") for proposed amendments (the "Proposed Amendments") to the indenture dated as of July 20, 2016 (the "Indenture") under which the Notes were issued, from 5:00 p.m., New York City time, on January 20, 2021, to 5:00 p.m., New York City time, on January 21, 2021 (such time and date, as the same may be extended or earlier terminated, the "Early Tender/Consent Payment Deadline").  

According to information received from D.F. King & Co., Inc., the information agent (the "Information Agent") for the Tender Offer and the Consent Solicitation, as of 5:00 p.m., New York City time, on January 20, 2021, the Company has received Consents (including Consents in respect of Notes tendered in the Tender Offer) representing an aggregate principal amount equal to U.S.$211,869,000 (or 49.6% of the aggregate principal amount outstanding of Notes as of the date of this press release). Additional Notes to be tendered (or Consents to be delivered in respect of Notes) representing an aggregate principal amount equal to U.S.$1,582,500 (or 0.4% of the aggregate principal amount outstanding of Notes as of the date of this press release) are necessary to obtain the Required Consents.

Accordingly, subject to the terms and conditions of the Tender Offer and Consent Solicitation being satisfied or waived, and to the Company's right to amend, extend, terminate or withdraw the Tender Offer and Consent Solicitation, the Company expects that payment for all Notes validly tendered (and not validly withdrawn) and Consents validly delivered (and not validly revoked) prior to the Early Tender/Consent Payment Deadline and accepted by the Company will be made on the business day the Company selects promptly following the Early Tender/Consent Payment Deadline, or the business day on which the Company waives the conditions for the consummation of the Tender Offer and Consent Solicitation, which is expected to be January 22, 2021 (the "Initial Settlement Date").

Except as described above, the terms of the Tender Offer and Consent Solicitation remain unchanged, including, without limitation, the Withdrawal/Revocation Time, the Expiration Time and the Final Settlement Date each as defined in the Statement. Holders who have previously validly tendered (and not withdrawn) their Notes or delivered (and not revoked) their Consents will not need to re-tender their Notes or re-deliver their Consents, to be eligible to receive the Total Consideration or the Consent Payment, as applicable.

According to information received from the Information Agent, as of 5:00 p.m., New York City time, on January 20, 2021, the Company had received valid tenders of Notes and Consents from Holders as outlined in the table below.

Notes	CUSIP / ISIN / Common Code Numbers	Aggregate Principal Amount Outstanding(1)	Maximum Tender Amount	Aggregate Principal Amount of Notes Tendered(2)	Aggregate Principal Amount of Stand-Alone Consents Received(2)	Aggregate Principal Amount of Notes Tendered and Consents Received(2)
7.250% Senior Notes Due 2023	Rule 144A: 22548WAA0 / US22548WAA09 / 145496446 Regulation S: P32457AA4 / USP32457AA44 / 145435706	U.S.$426,903,000	U.S.$215,000,000	U.S.$170,155,000 or 39.9%	U.S.$41,714,000 or 9.8%	U.S.$211,869,000 or 49.6%
________ (1)  As of January 20, 2021. (2)  Including as a percentage of the aggregate principal amount outstanding of Notes as of January 20, 2021.

In accordance with the terms of the Tender Offer and the Consent Solicitation, the Withdrawal/Revocation Time expired at 5:00 p.m., New York City time, on January 20, 2021. As a result, Notes tendered in the Tender Offer and Consents delivered in the Consent Solicitation cannot be withdrawn or revoked, as applicable, except as may be required by applicable law. The Expiration Time of the Tender Offer remains 11:59 p.m. New York City time, on February 3, 2021, unless extended or earlier terminated by the Company in its sole discretion, subject to applicable law.

The Tender Offer and the Consent Solicitation are being made on the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated January 6, 2021 (the "Statement"), and related consent and letter of transmittal (the "Letter of Transmittal" and, together with the Statement, the "Offer Documents"). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Statement.

This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell any securities. In addition, this news release is not a solicitation of consents with respect to the Proposed Amendment. The Tender Offer and the Consent Solicitation are being made only pursuant to the Statement and the Offer Documents, copies of which will be delivered to Holders of Notes.  The Company has retained BNP Paribas Securities Corp., Goldman Sachs & Co. LLC, Santander Investment Securities Inc. and SMBC Nikko Securities America, Inc. to serve as the dealer managers and solicitation agents for the tender offer. Questions regarding the tender offer may be directed to BNP Paribas Securities Corp. at [phone] (toll-free) or at [phone] (collect), Goldman Sachs & Co. LLC at [phone] (toll-free) or at [phone] (collect) or at [e-mail], Santander Investment Securities Inc. at [phone] (toll free) or at [phone] (collect), and/or to and SMBC Nikko Securities America, Inc. at [phone] (toll free) or at [phone] (collect). Requests for documents may be directed to D.F. King & Co., the information agent for the Tender Offer and the Consent Solicitation, the tender agent for the Tender Offer and the tabulation agent for the Consent Solicitation, at [phone] (toll-free) or at [phone] (collect) or email at [e-mail].

THE STATEMENT AND THE RELATED LETTER OF TRANSMITTAL SHOULD BE READ CAREFULLY BEFORE A DECISION IS MADE WITH RESPECT TO THE TENDER OFFER AND CONSENT SOLICITATION. NONE OF THE COMPANY, ANY DEALER MANAGER AND SOLICITATION AGENT, THE INFORMATION AGENT, THE TENDER AGENT, THE TABULATION AGENT OR ANY TRUSTEE, PAYING AGENT, TRANSFER AGENT OR LISTING AGENT, MAKES ANY RECOMMENDATION AS TO WHETHER OR NOT HOLDERS OF NOTES SHOULD TENDER THEIR NOTES OR PROVIDE THEIR CONSENTS.

THE INFORMATION CONTAINED HEREIN AND IN THE STATEMENT IS EXCLUSIVELY OUR RESPONSIBILITY AND HAS NOT BEEN REVIEWED OR AUTHORIZED BY THE MEXICAN NATIONAL BANKING AND SECURITIES COMMISSION (COMISIÓN NACIONAL BANCARIA Y DE VALORES, OR THE "CNBV"). WE HAVE NOT FILED WITH THE CNBV A REQUEST FOR AUTHORIZATION OF THE TENDER OFFER AND CONSENT SOLICITATION. NEITHER THE TENDER OFFER NOR THE CONSENT SOLICITATION CONSTITUTES A PUBLIC OFFERING IN MEXICO AND THE TENDER OFFER MAY NOT BE PUBLICLY DISTRIBUTED IN MEXICO. IN MAKING A DECISION AS TO WHETHER TO TENDER ANY OF THEIR NOTES, ALL HOLDERS MUST RELY ON THEIR OWN REVIEW AND EXAMINATION OF THE TERMS OF THE TENDER OFFER AND CONSENT SOLICITATION.

The Tender Offer does not constitute, and may not be used in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not permitted by law or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation.

In any jurisdiction where the securities, blue sky or other laws require tender offers to be made by a licensed broker or dealer and in which the dealer managers, or any affiliates thereof, are so licensed, the tender offer will be deemed to have been made by any such dealer managers, or such affiliates, on behalf of the Company.

The New Notes offered pursuant to the concurrent offering have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act.

The New Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); (ii) a customer within the meaning of Directive (EU) 2016/97 (the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (the "Prospectus Regulation"). Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the New Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the New Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.

The New Notes are not intended to be offered, sold or otherwise made available to, and should not be offered, sold or otherwise made available to, any retail investor in the UK. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the EUWA; (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (as amended, the "FSMA") and any rules or regulations made under the FSMA to implement the Insurance Distribution Directive, where that customer would not qualify as a professional client as defined in point (8) of Article 2(1) of Regulation (EU) 600/2014 as it forms part of domestic law by virtue of the EUWA; or (iii) not a qualified investor as defined in Article 2 of the Prospectus Regulation. Consequently, no key information document required by the PRIIPS Regulation as it forms part of domestic law by virtue of the EUWA (the "UK PRIIPs Regulation) for offering or selling the New Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the New Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

Forward Looking Statements

This press release contains "forward looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the U.S. Exchange Act of 1934, as amended. Actual results may differ materially from those reflected in the forward-looking statements. We undertake no obligation to update any forward-looking statement or other information contained in this press release to reflect events or circumstances occurring after the date of this press release or to reflect the occurrence of unanticipated events or circumstances, including, without limitation, changes in our business or acquisition strategy or planned capital expenditures, or to reflect the occurrence of unanticipated events.

About the Company

The Company is a leading specialty finance company with operations in Mexico, United States, Costa Rica, Honduras, Nicaragua and Panama. It offers innovative financial solutions to segments generally underserved by the traditional banking system. As a result of more than 25 years of experience, it has built a diversified and scalable business platform focused primarily on the following types of financing products: (i) loans paid via payroll deduction, (ii) consumer loans, (iii) loans for used car purchases, (iv) SME loans, and (v) loans to small groups of borrowers. Its business model focuses on providing differentiated, ethical and comprehensive financial services to the low- and lower middle-income segments of the population in the countries where it operates.

For further information about the Company, please visit its website at www.creal.mx or contact:

Name: Renata Gonzalez
Phone: [phone]
Email: [e-mail]

 

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SOURCE Credito Real, S.A.B. de C.V.