March 16, 2005 – Santiago, Chile.
Quiñenco S.A. (LQ:NYSE) reported to the Chilean Superintendency of Securities and Insurance (SVS) the following significant information today:
Inversiones Río Azul S.A. (“Río Azul”), a wholly-owned subsidiary of Quiñenco and Consorcio Financiero S.A. (“Concorcio Financiero”) have made a positive evaluation of the new conditions of the tender offer (“the tender offer”) launched by Cencosud S.A. (“Cencosud”) on February 17, 2005 for 100% of the shares of Almacenes Paris S.A. (“Paris”), and have concluded that they will not improve the terms of their competitive tender offer (“the competitive tender offer”) which they launched on March 7, 2005.
Furthermore, on March 16, 2005, Río Azul and Nahuel S.A. (“Nahuel”), wholly-owned subsidiaries of Quiñenco, subscribed to an agreement (“the agreement”) with Cencosud, Inversiones Latadia S.A., Quichmalí S.A., Mehuin S.A., Inversiones y Rentas Cerro Verde Ltda., Consorcio Financiero, Manquihue S.A. and Lemoniz S.A. in which the Paris shareholders that form part of an agreement (Convenio Sobre Cesión de Acciones or Share Transfer Agreement), which was signed on October 5, 2004, each gave their reciprocal authorization to participate in the offer, with the consent of the rest of the parties to the agreement. The main terms of the agreement are summarized as follows:
1) If the tender offer launched by Cencosud, which expires on March 18, 2005, is determined to be successful, Cencosud will launch a new tender offer (“the new tender offer”) for 100% of the shares of Paris that were not tendered in the tender offer, including those shares held by Nahuel and Consorcio Financiero and its subsidiaries, under the same terms and conditions of the tender offer, except for any condition that may cause the new tender offer to be void. The new tender offer must commence within 30 days from the date of the publication announcing that the tender offer was successful and must conclude within five business days (excluding weekends and holidays) prior to the record date granting dividend distribution rights to shareholders of Cencosud.
Notwithstanding the forementioned, in the event that Nahuel, Consorcio Financiero and its subsidiaries and Lemoniz S.A choose to accept and sell their shares in the tender offer, Cencosud will not be obliged to launch a new tender offer.
2) Río Azul and Concorcio Financiero will be obliged to sell their shares of Paris to Cencosud in the new tender offer, if the tender offer is determined to be successful.
For its part, Cencosud will be obliged to determine that the offer is unsuccessful if it does not receive confirmation of having tendered at least 120,000,000 shares of Paris.
3) Additionally, if the tender offer is determined to be unsuccessful, Mehuin S.A. and Lemoniz S.A. will be authorized to tender their shares in the competitive tender offer launched on March 7, 2005.
4) Río Azul and Consorcio Financiero will not (i) acquire any shares of Paris, either directly or indirectly except for those shares that they would be required to purchase in accordance with the terms and conditions of the competitive tender offer (this obligation will cease on the date of the publication in which the competitive offer is determined to be successful or on the date of the publication of the results of the new tender offer), (ii) modify the terms and conditions of the competitive tender offer, (iii) extend the duration of the competitive tender offer and (iv) declare the competitive tender offer successful if they have not received confirmation of having tendered at least 164,000,000 shares of Paris.
The complete text of the agreement was included in the information sent to the SVS and the stock markets.
Quiñenco S.A., a leading Chilean business conglomerate, is the controlling entity of a portfolio of companies involved in financial services, food and beverage, telecommunications and manufacturing.