MEXICO CITY, Dec. 24 /PRNewswire-FirstCall/ -- Rep Uno, S.A. de C.V. ("Rep Uno") announced today that it will accept and pay for any and all 8.875% Notes due 2008 (the "8.875% Notes) issued by SANLUIS Corporacion S.A.B. de C.V. ("SANLUIS") for which it has received valid tenders as of 5 p.m., New York City time, on December 28, 2007 (the "Early Acceptance Date"). The announcement is pursuant to the offer to purchase and consent solicitation statement dated October 10, 2007, and the related letter of transmittal and other annexes, as amended and supplemented by the supplemental offer to purchase dated October 24, 2007 (collectively, the "Offer to Purchase").
Early Acceptance of 8.875% Notes
The purchase of 8.875% Notes validly tendered by the Early Acceptance Date will be made on December 31, 2007, or as promptly as practicable thereafter (the "Early Settlement Date"), by Rep Uno's affiliate Desarrollos Mineros del Centro, S.A. de C.V., an indirectly wholly owned subsidiary of SANLUIS.
The announcement does not affect the separate tender offer and consent solicitation (the "SISA Notes Offer") by Rep Uno for the 8.00% Guaranteed Notes due 2010 (the "SISA Notes") issued by SANLUIS Co-Inter S.A. ("SISA") and its cash tender offer (the "ECP Notes Offer") for any and all Euro Commercial Paper notes (the "ECP Notes") issued by SANLUIS.
Only with respect to the acceptance of 8.875% Notes on the Early Acceptance Date, Rep Uno is waiving all conditions to its obligations other than the conditions set forth in paragraphs 4, 5(a) and 8 under "The Tender Offer and the Consent Solicitation-Conditions of the Offer" in the Offer to Purchase. All conditions remain applicable to the separate offers for the SISA Notes and ECP Notes and for any 8.875% Notes validly tendered after the Early Acceptance Date.
Withdrawal Rights for Holders of Tendered 8.875% Notes
Rep Uno is reinstating withdrawal rights for a limited period to permit withdrawals only of tendered 8.875% Notes from Monday, December 24, until 5 p.m. New York City time on the Early Acceptance Date.
Procedures for validly withdrawing tendered 8.875% Notes are set forth in the Offer to Purchase under the caption "The Tender Offer and the Consent Solicitation-Withdrawal of Tenders and Revocation of Consents."
Withdrawals of tenders of 8.875% Notes may not be rescinded, and any 8.875% Notes properly withdrawn will thereafter be deemed not validly tendered for purposes of the 8.875% Notes Offer. Properly withdrawn 8.875% Notes may, however, be re-tendered by following the applicable procedures described in the Offer to Purchase under the caption "The Tender Offer and the Consent Solicitation-Procedures for Tendering 8.875% Notes and Delivering Consents," although they will not be accepted for purchase at any time after the Early Acceptance Date unless the condition to the obligations of Rep Uno to accept and purchase the 8.875% Notes as set forth in the Offer to Purchase have been satisfied or waived.
General
Except as stated above, all other terms and conditions of the offer and consent solicitation for the SISA Notes and the offers for the 8.875% Notes and ECP Notes remain unchanged. Rep Uno may subsequently amend the terms of any or all of the offers and the Offer to Purchase in Rep Uno's sole discretion.
Rep Uno has retained Morgan Stanley & Co. Incorporated to serve as dealer manager and solicitation agent for the tender offer and consent solicitation, Global Bondholder Services Corporation to serve as the information agent and The Bank of New York to serve as the depositary. Questions regarding the tender offer and consent solicitation may be directed to Morgan Stanley & Co. Incorporated at (+1-212) 761-5384 or (800) 624-1808 (U.S. toll free). Requests for documentation may be directed to the information agent at (+1- 212) 430-3774 for banks and brokers and (866) 873-5600 (U.S. toll free) for all others. Questions may also be directed to SANLUIS'S Investor Relations department, to the attention of Antonio Olivo, at (+011-52-55) 5229-5844.
This announcement does not constitute an offer to purchase or a solicitation of an offer to sell securities. The tender offer is being made solely by the Offer to Purchase. In any jurisdiction where the laws require tender offers to be made by a licensed broker or dealer, the tender offer will be deemed to be made on behalf of Rep Uno by the dealer managers, or one or more registered brokers or dealers under the laws of such jurisdiction.