SANTIAGO, Chile, Dec. 4 Pampa-Calichera-reslt
SANTIAGO, Chile, Dec. 4 /PRNewswire-FirstCall/ -- Sociedad de Inversiones
Pampa Calichera S.A. ("Pampa Calichera") announced today that, in connection
with its solicitation of consents (the "Consent Solicitation") from holders of
record as of November 19, 2008 (the "Holders") of its outstanding $250.0
million aggregate principal amount of 7.75% Senior Secured Notes due 2022
(the "Notes") (CUSIP No. 83363T AA 1 (144A)/ P8716H AA 1 (REG S)) (ISIN No.
US83363TAA16 (144A)/ USP8716HAA16 (REG S)) for certain amendments
(the "Amendments") to (i) the Indenture, dated as of February 14, 2007
(the "Indenture"), by and among Pampa Calichera, as issuer, Deutsche Bank
Trust Company Americas, as trustee (the "Trustee"), and Deutsche Bank
Luxembourg S.A., as Luxembourg paying agent and listing agent (the "Luxembourg
Agent"), governing the Notes, and (ii) the Share Pledge Agreement, dated as of
February 14, 2007 (the "Share Pledge Agreement"), by and between Pampa
Calichera and the Trustee, it has received validly executed consents from
Holders or their duly designated proxies representing a majority of the
aggregate principal amount outstanding of Notes on or prior to December 4,
2008 and those consents have not been revoked.
Accordingly, Pampa Calichera entered into (i) a Supplemental Indenture,
dated as of December 4, 2008, by and among Pampa Calichera, the Trustee and
the Luxembourg Agent, and (ii) an Amendment to the Share Pledge Agreement,
dated as of December 4, 2008, pursuant to which the Amendments became
effective as of December 4, 2008. All current Holders of Notes, including
non-consenting Holders, and all subsequent Holders will be bound by the
Amendments.
The Amendments (i) modified the covenant regarding the issuance of
additional securities under Section 5.15 of the Indenture and Sections 10, 11
and 12 of the Share Pledge Agreement such that the Fair Market Value (as
defined in the Indenture) of Series A or Series B shares of SQM (as defined
below) required to be pledged to the Trustee increased from 2.0 times to 3.0
times of the total principal amount of Notes outstanding, (ii) modified the
"Fully Funded" definition of the Indenture such that the funds in the Interest
Reserve Account (as defined in the Indenture) increased from an amount
sufficient to provide for the payment in full of the next succeeding scheduled
interest payment on the Notes to an amount sufficient to provide for the
payment in full of the next two succeeding scheduled interest payments on the
Notes, (iii) modified the covenant in the Indenture relating to restricted
payments (Section 5.03) and included certain definitions related thereto, and
(v) allowed Pampa Calichera to make an extraordinary dividend payment
equivalent to US$48.0 million against existing retained earnings before June
30, 2009.
Holders with questions regarding the Consent Solicitation may contact
Deutsche Bank Securities Inc. at 866-627-0391 (U.S. toll free) or 212-250-2955
(collect), Attn: Liability Management Group.
This press release is for informational purposes only. The Consent
Solicitation was only made pursuant to the consent solicitation documents,
including the Consent Solicitation Statement, which had been previously
distributed to Holders. The Consent Solicitation was not made to Holders in
any jurisdiction in which the making or acceptance thereof would have not been
in compliance with the securities, blue sky or other laws of such
jurisdiction.
About Pampa Calichera
Pampa Calichera is a holding company whose principal corporate purpose is
to invest in all types of assets and securities such as shares, bonds and
debentures. For the last four years, Pampa Calichera's sole activity has been
to invest in shares of Sociedad Quimica y Minera de Chile S.A. ("SQM"), a New
York Stock Exchange and Santiago Stock Exchange listed company. As of the
date hereof, Pampa Calichera owned directly and indirectly, through its wholly
owned subsidiary Inversiones Global Mining (Chile) Limitada, 71,732,795 Series
A shares and 12,490,092 Series B shares of SQM, accounting for a total of
32.00% of its capital stock. This interest in SQM represents nearly all of
Pampa Calichera's assets from which it derives its income. Pampa Calichera
does not hold shares of any other operating company.
Pampa Calichera believes SQM is the world's largest integrated producer of
potassium nitrate, iodine and lithium carbonate. SQM also produces other
specialty plant nutrition products, iodine and lithium derivatives, and
certain industrial chemicals, including industrial nitrates. SQM's products
are sold in over 100 countries through its worldwide distribution network and
SQM generated in 2007 81% of its revenues from countries outside Chile.
For more information, contact:
Aldo Motta C.
Soc. de Inversiones Pampa Calichera S.A.
El Trovador 4285 piso 11
Las Condes, Santiago - Chile
Tel.: (56 2) 429 4901
Fax: (56 2) 429 4935
SOURCE Pampa Calichera
