Company name Terrafina
Headline Expiration of the Tender Offer

RNS Number : 5720F
15 July 2019






MEXICO CITY, Mexico, July 15, 2019 - CIBANCO, S.A.,  Institución de Banca Múltiple, Trust F/00939 ("Terrafina") announced today that its previously announced cash tender offer (the "Tender Offer") for any and all of Terrafina's outstanding 5.250% Notes due 2022 (the "Notes") has expired at 5:00 p.m., New York City time, on July 12, 2019 (the "Expiration Date").

The Tender Offer was made pursuant to an offer to purchase dated July 8, 2019 (the "Offer to Purchase") and the related notice of guaranteed delivery (the "Notice of Guaranteed Delivery" and, together with the Offer to Purchase, the "Offer Documents"), which set forth the terms of the Tender Offer. As set forth in the table below, as of the Expiration Date, according to information provided by Global Bondholder Services Corporation, a total of U.S.$333,302,000 aggregate principal amount of the Notes had been validly tendered and not validly withdrawn. No Notes were tendered pursuant to the guaranteed delivery procedures described in the Offer Documents.


Title of Security


Principal Amount Outstanding

Principal Amount of Notes Tendered as of the Expiration Date

Tender Offer Consideration (per U.S.$1,000 principal amount)

5.250% Notes due 2022

144A CUSIP: 17162L AA9
144A ISIN: US17162LAA98

Reg S CUSIP: P26054 AA7
Reg S ISIN: USP26054AA76




On the terms and subject to the conditions set forth in the Offer Documents, Terrafina expects that it will accept for purchase all of the Notes validly tendered and not validly withdrawn on or prior to the Expiration Date. The Company expects to pay the Tender Offer Consideration plus the accrued and unpaid interest on the Notes validly tendered and not validly withdrawn on July 18, 2019, subject to the terms and conditions described in the Offer Documents.

For additional information regarding the terms of the Tender Offer, please contact the dealer managers for the Tender Offer, J.P. Morgan Securities LLC, Latin America Debt Capital Markets, 383 Madison Avenue, New York, New York 10179, (866) 846-2874 (toll-free) and (212) 834-7279 (collect),  BBVA Securities Inc., Liability Management, 1345 Avenue of the Americas, 44th Floor  New York, NY 10105, (800) 422-8692 (toll-free), (212) 728-2446 (collect), Citigroup Global Markets Inc., Liability Management Group, 388 Greenwich Street, 7th Floor, New York, NY 10013, (800) 558-3745 (toll-free), (212) 723-6106 (collect) or Barclays Capital Inc., Liability Management, 745 Seventh Avenue, 5th Floor, New York, NY 10019, (800) 438-3242 (toll-free), (212) 528-7581 (collect).

All deliveries and correspondence sent to the Tender and Information Agent should be directed to Global Bondholder Services Corporation, 65 Broadway - Suite 404, New York, New York 10006, Attn: Corporate Actions.

Neither the U.S. Securities and Exchange Commission, any U.S. state securities commission nor any regulatory authority of any other country has approved or disapproved of the Tender Offer, passed upon the merits or fairness of the Tender Offer or passed upon the adequacy or accuracy of the disclosure in the Offer Documents.

This press release shall not constitute an offer to purchase or a solicitation of acceptance of the offer to purchase, which were made only pursuant to the terms and conditions contained in the Offer Documents.

About Terrafina


We are a trust (fideicomiso) formed under the laws of Mexico. Our principal executive offices are located at Paseo de la Reforma 412, Piso 18, Corporativo Reforma Diana, Col. Juarez, Ciudad de México, México CP 06600. Our telephone number is +(52) (55) 5093 2770 and +(52) (55) 5279 8109.

Forward-Looking Statements


Statements in this press release may be "forward-looking statements" within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, which are subject to risks and uncertainties. Other than statements of historical fact, information regarding activities, events and developments that we expect or anticipate will or may occur in the future, including, but not limited to, information relating to our future growth and profitability targets and strategies designed to increase total bondholder value, are forward-looking statements based on management's estimates, assumptions and projections. Forward-looking statements also include, but are not limited to, statements regarding our future economic and financial condition and results of operations, the plans and objectives of management and our assumptions regarding our performance and such plans and objectives. Many forward-looking statements may be identified by the use of words such as "intend," "believe," "expect," "anticipate," "should," "planned," "projected," "estimated" and "potential," among others. Forward-looking statements contained in this press release are predictions only and actual results could differ materially from management's expectations due to a variety of factors, including those described in the section titled "Risk Factors" in the Offer Documents. All forward-looking statements attributable to us or persons working on our behalf are expressly qualified in their entirety by such risk factors. The forward-looking statements that we make in this press release are based on management's current views and assumptions regarding future events and speak only as of their dates. We assume no obligation to update developments of these risk factors or to announce publicly any revisions to any of the forward-looking statements that we make, or to make corrections to reflect future events or developments, except as required by the federal securities laws.





CIBANCO, S.A., Institución de Banca Múltiple, Trust F/00939 
 Paseo de la Reforma 412,

Piso 18, Corporativo Reforma Diana,

Col. Juárez, Ciudad de México, México CP 06600

+(52) (55) 5093 2770

+(52) (55) 5279 8109







This announcement has been issued through the Companies Announcement Service of Euronext Dublin.

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