AND COMPANIES
ESIANSA
ESSENTIAL FACT
COMPANIES lANSA S.A.
Role. N2 1,550
Registration in Securities Registry N2 100
Santiago, December 26, 2022.-
Mrs.
Solange Berstein Jáuregui
President
Financial Market Commission
Avenida Libertador Bernardo O’Higgins N” 1449, 8th Floor”
PRESENT
Madam President:
On behalf of Empresas lansa S.A. (the “Company”), a public limited company, registered under N*
100 in the Securities Registry of the Commission for the Financial Market (“CMF”), and duly
empowered, in accordance with the provisions of Article 9″ and paragraph 2″ of Article 10* of the Law
N” 18.045, of Securities Market, and in the General Norm N* 30 of the CMF, I communicate to
You, as an Essential Fact, the following information relating to the Company:
1. The Company shall initiate a procedure for the early voluntary redemption (the “Redemption”) of the
Series B bonds issued under Bond Line N2774 and registered in the Securities Registry of the
CMF dated December 19, 2013 (the “Series B Notes”). The bond issuance contract by
line of dematerialized securities of the Series B Bonds was subscribed between LANSA and Banco de Chile, as
representative of the bondholders, by public deed granted at the Notary of Santiago de
Mr. Eduardo Avello Concha dated November 7, 2013, under Repertoire N* 26.330-2013, and
was modified by public deed dated April 16, 2019, granted at the Notary of
Santiago de don Eduardo Diez Morello, under the Repertoire N* 7.177-2019. In turn, the features
specific to the Series B Bonds are contained in a public deed dated July 25, 2019, granted in
the Notary of Santiago of Mr. Eduardo Diez Morello under the Repertoire N” 12.539-2019, subscribed by the
Issuer and Banco de Chile, as representative of the bondholders (the “Issue Agreement”).
2. The Rescue will occur on December 29, 2022 and is carried out in accordance with the provisions
in Article 130 of Law No. 18,045, on the Securities Market. The respective ransom notice will be
published on December 27, 2022 in the newspaper El Mercurio and in the Diario Financiero and a copy
of the notice to be published is attached to this communication.
ol Mo 9 Gu?
PABLO MONTESINOS PIZARRO
General Manager
Companies lansa S.A.
Yours sincerely yours,
Rosario Norte 615, Piso 23 – Las Condes, Santiago – Chile | Phone (56-2) 2571 5400 | www.empresasiansa.cl
AND COMPANIES
ESIANSA
COMPANIES lANSA S.A.
Open Joint Stock Company
registration Registry of Values N” 100
NOTICE OF VOLUNTARY EARLY REDEMPTION OPTION FOR BEARER BONDS
DEMATERIALIZED “SERIES B”
(Issued under the Bond Line registered under N? 774 in the Securities Registry of the
Commission for the Financial Market)
Empresas lansa S.A. (“lansa”), an open limited company registered under No. 100 in the Registry of
Securities of the Commission for the Financial Market (“CMF”), R.U.T. N* 91.550.000-5, domiciled
in Rosario Norte N*615, Piso 23, Las Condes, Región Metropolitana, Código Postal 7561211,
offers a voluntary early redemption option to all Bondholders
Series B (the “Series B Bonds”), which were placed by LANSA against the registered Bond Line.
under N* 774, dated December 19, 2013, in the Securities Registry of the CMF. This offer
(the “Redemption Option”) is made under identical conditions to all holders of Series Bonds
B, in accordance with the terms of this notice (the “Rescue Option Notice”), in accordance with the
provided in Article 130 of Law No. 18,045, on the Securities Market.
The bond issuance contract for the line of dematerialized securities of the Series B Bonds was
signed between LANSA and Banco de Chile, as representative of the bondholders, by
public deed granted in the Notary of Santiago of Mr. Eduardo Avello Concha dated 7
November 2013, under Directory No. 26.330-2013, amended by public deed of
dated April 16, 2019, granted at the Notary of Santiago de Don Eduardo Diez Morello, under the
Repertoire N* 7.177-2019. In turn, the specific characteristics of Series B Bonds are set out in
public deed dated July 25, 2019, granted at the Notary of Santiago de don Eduardo
Diez Morello under Repertoire No. 12.539-2019, subscribed by the Issuer and Banco de Chile, as
Representative of bondholders. The nominal amount of principal owed on the Bonds
Series B amounts to the sum of UF 1,500,000 (one million five hundred thousand development units), with
a total of 3,000 Series B Bonds and a nominal value of each Series B Bond of UF 500 (five hundred
Development Units).
The early redemption of the Series B Bonds will be carried out through Larraín Vial S.A. Corredora de
Stock Exchange (the “Agent”), according to the terms and conditions indicated below:
1. The Redemption Option is granted under identical conditions to all Bondholders
Series B, for up to a maximum amount of UF 275,000 (two hundred and seventy-five thousand).
development units) for nominal value, equivalent to 550 Series B Bonds
currently in circulation. Those holders of Series B Bonds who voluntarily
want to participate in this voluntary early rescue, they must deliver for the rescue
full bonuses for their minimum cut of UF 500 each and not part of them. The Option
of Rescue is carried out in accordance with the provisions of Article 130 of Law No. 18,045 of
Stock Market.
2. The redemption and payment of Series B Bonds voluntarily delivered for redemption
anticipated will be made on December 29, 2022 (the “Redemption Date”).
AND COMPANIES
ESIANSA
Series B Bonds will be redeemed using the valuation system of income instruments
fixed computer system of the Santiago Stock Exchange, Stock Exchange
(“SEBRA”), using the face value of each Series B Bond to be redeemed and a price of
90% of the even value. The value thus obtained will not accrue interest or adjustments and will be paid.
in its equivalent in pesos, national current currency.
The voluntary early redemption of Series B Bonds is subject to compliance with the
next condition of success: that the Series B Bonds that are voluntarily redeemed
are free from any encumbrance, prohibition, embargo, litigation, measure
Protective, suspensive or resolutory condition, preferential right of third party, right
real or personal in favor of third parties and, in general, of any other circumstance that prevents
or limits its free assignment or transfer. The aforementioned condition is set out in
LANSA’s exclusive benefit, and consequently may be waived by it until the
date on which the Redemption Option must be declared successful as indicated in the
numeral 8) following, at its sole discretion.
Holders of Series B Bonds who voluntarily wish to surrender their bonds to
early redemption, must communicate their acceptance to the Rescue Option through
A written communication that must be sent before 4:00 p.m. on the 28th of
December 2022, at which time acceptances will become irrevocable (without prejudice
From what is indicated in paragraph 8 below), to the email JTOVALLE(Olarrainvial.com
(the “Letter of Acceptance”), with the formalities and contents established by the
Proxy and which shall include at least: (a) a certificate of positions of the Series B Bonds
that they will be handed over for voluntary early rescue; (b) contact details of the
corresponding holder of Series B Bonds or their representative, if any, and of the
bank current account registered with the Depósito Central de Valores S.A. (“DCV”) in the
whereas the payment of the ransom and the corresponding CSD account should be deposited; and (c)
where applicable, a copy of the power of attorney conferred by the holder of Series B Bonds to the person who subscribes the
Communication granted by public deed. For more information on this process,
please contact the President at jtovalleOlarrainvial.com
In the event that the number of Series B Bonds, whose redemption is accepted exceeds the amount
total Series B Bonds offered redemption, a proration factor will be applied that will be
resulting from dividing the number of Series B Bonds offered to redeem, by the total number
of Series B Bonds whose redemption is accepted, redeeming the respective holder on
whole number of Series B Bonds resulting from applying the pro rata factor earlier
indicated to the number of Series B Bonds whose redemption is accepted by the holder of the
same, approximating the nearest lower integer.
The Agent against the acceptance of the Rescue Option made by the respective
holder of Series B Bonds, will contact the latter on the Redemption Date in order to
Send the relevant information of the liquidation process to perfect the rescue
voluntary advance of the Series B Bonds, which will be carried out under the modality
called transfer/transfer “DVP Delivery versus Payment”. In this way
use the CSD’s automated electronic system, transferring the Series B Bonds to
an escrow account of the Agent with the CSD. The President will pay on the 29th of
December 2022, by order, on account and charge of LANSA the early redemption price
2
It’s ANSA
corresponding volunteer, transferring the respective funds directly to the account
bank current reported by the respective holder of Series B Bonds in its Letter of
Acceptance.
8. lansa may modify the terms of this Rescue Option at any time
by means of a notice communicated, before 12:00 noon on December 28, 2022 in
its website (https://empresasiansa.cl/) and any bondholders
accepted the Rescue Option, to the person indicated as a contact in your Rescue Letter
Acceptance, with bondholders who have already agreed to withdraw the
same, totally or partially, by written communication sent to the email
of the Representative to the same address indicated in point 5 above, until 3:00 p.m.
of December 28, 2022. By the same means lansa will inform on the 28th of
December 2022 whether or not the condition referred to in number 4 of this was fulfilled
notice or waiver thereof in the event that it has not been complied with, and the factor of
proration of the Series B Bonds that will be redeemed, if applicable.
Santiago, December 27, 2022.
General Manager
pp. Companies lansa S.A.
Link to the file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=0f18b5a017abec4c63896e8b7bdbfd2dVFdwQmVVMXFSWGxOUkZFMVRWUmplVTlCUFQwPQ==&secuencia=-1&t=1682376108
