WOM S.A. ANNOUNCES EXTENSION OF THE EARLY PARTICIPATION DEADLINE AND EXPIRATION DEADLINE OF THE TENDER OFFER AND CONSENT SOLICITATION FOR KENBOURNE INVEST S.A.'S OUTSTANDING U.S.$510,000,000 6 7/8% SENIOR NOTES DUE 2024 AND U.S.$435,000,000 4.7% SENIOR NOTES DUE 2028

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT (SEE "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW).  PERSONS INTO WHOSE POSSESSION THIS DOCUMENT COMES ARE REQUIRED BY THE OFFEROR, THE ISSUER, THE DEALER MANAGER AND SOLICITATION AGENT, AND THE TENDER AND TABULATION AGENT TO INFORM THEMSELVES ABOUT, AND TO OBSERVE, ANY SUCH RESTRICTIONS.

SANTIAGO, Chile, Oct. 3, 2022 /PRNewswire/ -- WOM S.A. (the "Offeror") today announces the extension of the Early Participation Deadline and the Expiration Deadline (each as defined in a tender offer and consent solicitation memorandum dated August 26, 2022 (the "Tender Offer and Consent Solicitation Memorandum")) for its previously announced invitation to eligible holders of Kenbourne Invest S.A.'s (the "Issuer") outstanding 6 7/8% Senior Notes due 2024 (the "2024 Notes") and 4.7% Senior Notes due 2028 (the "2028 Notes" and together with the 2024 Notes, the "Notes") to tender for cash such Notes up to the Aggregate Maximum Tender Amount of the Notes validly tendered and purchased equal to US$270.0 million (such invitation, the "Tender Offers"), and together with the Tender Offers, its solicitation of consents to certain proposed amendments (the "Proposals", and together with the Tender Offers, the "Offers") to the relevant indentures governing the Notes.

The Offeror commenced the Offers on August 26, 2022. The new Early Participation Deadline and new Expiration Deadline, unless extended or earlier terminated by the Offeror, will be 5:00 p.m., October 4, 2022 and 11:59 p.m., October 21, 2022, respectively, for each series of Notes. All other terms and conditions of the Offers, as previously announced and described in the Tender Offer and Consent Solicitation Memorandum, remain unchanged.

The following table sets forth certain key events of the Offers, as extended. Further information may be found in the Tender Offer and Consent Solicitation Memorandum:

Event


Date and Time (all times are New York time)

Launch Date


August 26, 2022

Early Participation Deadline


5:00 p.m., October 4, 2022

Early Settlement Date


On or about October 6, 2022

Expiration Deadline


11:59 p.m., October 21, 2022

Final Settlement Date


On or about October 25, 2022

As of 5:00 p.m. (New York time) on September 30, 2022, approximately US$122.5 million aggregate principal amount of the 2024 Notes (constituting approximately 24.0% of the currently outstanding 2024 Notes) and approximately US$67.3 million aggregate principal amount of the 2028 Notes (constituting approximately 15.5% of the currently outstanding 2028 Notes) have been tendered in the Tender Offers.

The Offers are being conducted pursuant to the Tender Offer and Consent Solicitation Memorandum, the announcement dated August 26, 2022, this announcement and the Offeror's other press releases used in the Offers. This announcement does not contain the full terms and conditions of the Offers, which are contained in the Tender Offer and Consent Solicitation Memorandum. Noteholders are advised to read carefully the Tender Offer and Consent Solicitation Memorandum for full details of, and important information with respect to, among other things, the terms and conditions of the Offers, certain significant considerations for Noteholders, offer restrictions, representations, warranties and undertakings, and the procedures for participating in the Offers. Capitalized terms used in this announcement but not defined herein shall have the meanings given to them in the Tender Offer and Consent Solicitation Memorandum. A copy of the Tender Offer and Consent Solicitation Memorandum is available to eligible persons upon request from the Tender and Tabulation Agent.

J.P. Morgan Securities LLC is acting as Dealer Manager and Solicitation Agent for the Offers (the "Dealer Manager and Solicitation Agent") and D.F. King & Co., Inc. is acting as Tender and Tabulation Agent (the "Tender and Tabulation Agent").

Questions and requests for assistance in connection with the Offers may be directed to the Dealer Manager and Solicitation Agent.

THE DEALER MANAGER AND SOLICITATION AGENT

J.P. Morgan Securities LLC
383 Madison Avenue
New York, New York 10179
United States of America
Attn: Latin America Debt Capital Markets
U.S. Toll Free: +1 (866) 846-2874
Collect: +1 (212) 834-7279

Questions and requests for assistance in connection with the delivery of Tender Instructions may be directed to the Tender and Tabulation Agent.

THE TENDER AND TABULATION AGENT

D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Attn: Michael Horthman

By Facsimile (For Eligible Institutions Only): +1 (212) 709-3328
Attn: Michael Horthman

Banks and Brokers call: +1 (212) 269-5550 (collect)
All others call toll-free: +1 (866) 388-7535
E-mail: wom@dfking.com

DISCLAIMER This announcement must be read in conjunction with the Tender Offer and Consent Solicitation Memorandum.  This announcement and the Tender Offer and Consent Solicitation Memorandum contain important information which should be read carefully before any decision is made with respect to the Offers. Before participating in the Offers, Noteholders are recommended to seek their own financial or legal advice from their stockbroker, bank manager, legal adviser, accountant or other independent financial or legal adviser.  Noteholders whose Notes are held on their behalf by a broker, dealer, commercial bank, custodian, trust company or other nominee or intermediary or clearing system (including any Clearing System) must contact such entity if they wish to tender Notes in the relevant Tender Offer and/or participate in the relevant Proposal.

In accordance with normal practice, none of the Dealer Manager and Solicitation Agent, the Tender and Tabulation Agent, the Trustee, the Notes Agents, the Offeror nor any of their respective directors, officers, employees or affiliates express any view or opinion on the merits of, or makes any representation or recommendation whatsoever regarding this announcement, the Tender Offer and Consent Solicitation Memorandum, the Offers or makes any recommendation as to whether Noteholders should tender Notes in the Tender Offers or otherwise participate in the Offers.

None of the Dealer Manager and Solicitation Agent, the Tender and Tabulation Agent (or any of their respective directors, employees or affiliates) assumes any responsibility for the accuracy or completeness of the information concerning the Offeror, the Notes, or the Offers contained in this announcement or in the Tender Offer and Consent Solicitation Memorandum.  None of the Dealer Manager and Solicitation Agent, the Tender and Tabulation Agent (or any of their respective directors, employees or affiliates) is acting for any Noteholder, or will be responsible to any Noteholder for providing any protections which would be afforded to its clients or for providing advice in relation to the Offers, and accordingly none of the Dealer Manager and Solicitation Agent, the Tender and Tabulation Agent (or any of their respective directors, employees or affiliates) assumes any responsibility for any failure by the Offeror to disclose information with regard to the Offeror or the Notes which is material in the context of the Offers and which is not otherwise publicly available.

OFFER AND DISTRIBUTION RESTRICTIONS

Neither this announcement nor the Tender Offer and Consent Solicitation Memorandum constitute an invitation to participate in the Offers to or from any person located or resident in any jurisdiction where it is unlawful to make such invitation or for there to be such participation under applicable securities or other laws.  In certain jurisdictions, the distribution of the Tender Offer and Consent Solicitation Memorandum may be restricted by law.  Persons into whose possession the Tender Offer and Consent Solicitation Memorandum comes are required by the Offeror, the Dealer Manager and Solicitation Agent and the Tender and Tabulation Agent to inform themselves about and to observe any such restrictions.

General

Neither this announcement nor the Tender Offer and Consent Solicitation Memorandum constitute an offer to purchase, or the solicitation of an offer to tender or sell, or to exercise any voting or consent rights with respect to any, Notes to or from, or by, any person located or resident in any jurisdiction where such offer or solicitation is unlawful, and tenders of Notes by Noteholders originating from any jurisdiction in which such offer or solicitation is unlawful will be rejected.  The Offers are not being made, directly or indirectly, in any jurisdiction where to do so would impose any obligations on the Offeror in such jurisdiction, including any requirement to qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction, file any general consent to service of process in any such jurisdiction, subject itself to taxation in any such jurisdiction if it is not otherwise so subject, make any filing with any regulatory body in any such jurisdiction or otherwise have any document approved by, or submitted to, any regulating body in such jurisdiction, in each case in relation to the Offers and the Proposals. In those jurisdictions where the securities laws or other laws require the Offers to be made by a licensed broker or dealer and the Dealer Manager and Solicitation Agent or any of its affiliates is such a licensed broker or dealer in such jurisdiction, the Offers shall be deemed to be made on behalf of the Offeror by such Dealer Manager and Solicitation Agent or affiliate (as the case may be) in such jurisdiction and the Offers are not made in any such jurisdiction where either the Dealer Manager and Solicitation Agent or any of its affiliates is not licensed.  Neither the delivery of the Tender Offer and Consent Solicitation Memorandum nor any purchase of Notes shall, under any circumstances, create any implication that there has been no change in the affairs of the Offeror since the date hereof, or that the information herein is correct as of any time subsequent to the date hereof.

Each Noteholder participating in the Offers will be deemed to give certain representations with respect to the jurisdictions referred to below, and generally, on submission of Notes for tender in the Tender Offers and submission of consent to the Proposals.  Any tender of Notes for purchase pursuant to the Offers from a Noteholder that is unable to make these representations will be rejected.  Each of the Offeror, the Dealer Manager and Solicitation Agent and the Tender and Tabulation Agent reserves the right, in its absolute discretion, to investigate, in relation to any tender of Notes for purchase pursuant to the Tender Offers, or submission of consent to the Proposals, whether any such representation given by a Noteholder is correct and, if such investigation is undertaken and as a result the Offeror determines (for any reason) that such representation is not correct, such tender will be rejected.

United Kingdom

The communication of this announcement, the Tender Offer and Consent Solicitation Memorandum and any other documents or materials relating to the Offers is not being made, and such documents and/or materials have not been approved, by an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000, as amended (the "FSMA").  Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom.  The communication of such documents and/or materials is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is only directed at and may be communicated to (i) persons who have professional experience in matters relating to investments, being investment professionals as defined in Article 19 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Financial Promotion Order"); (ii) persons who fall within Article 43(2) of the Financial Promotion Order; or (iii) any other persons to whom these documents and/or materials may lawfully be provided.  Any investment or investment activity to which the Tender Offer and Consent Solicitation Memorandum relates is available only to such persons or will be engaged in only with such persons and other persons should not rely on it.

European Economic Area (EEA)

In any European Economic Area (EEA) Member State (the "Relevant State"), the Offers are only addressed to and are only directed at qualified investors in that Relevant State within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017, as amended (the "Prospectus Regulation").

Each person in a Relevant State who receives any communication with respect to the Offers contemplated in the Tender Offer and Consent Solicitation Memorandum will be deemed to have represented, warranted and agreed to and with the Dealer Manager and Solicitation Agent and the Offeror that it is a qualified investor within the meaning of Article 2(e) of the Prospectus Regulation.

Each intermediary must comply with the applicable laws and regulations concerning information duties vis-à-vis its clients in connection with the Notes or the Tender Offer and Consent Solicitation.

Luxembourg

The terms and conditions relating to this announcement and the Tender Offer and Consent Solicitation Memorandum have not been approved by and will not be submitted for approval to the Luxembourg Financial Services Authority (Commission de Surveillance du Secteur Financier) for purposes of public offering in the Grand Duchy of Luxembourg ("Luxembourg"). Accordingly, the Offers may not be made to the public in Luxembourg, directly or indirectly, and none of the Tender Offer and Consent Solicitation Memorandum or any other prospectus, form of application, advertisement or other material may be distributed, or otherwise made available in or from, or published in, Luxembourg except in circumstances which do not constitute a public offer of securities to the public, subject to prospectus requirements, in accordance with the Luxembourg Act of July 10, 2005 on prospectuses for securities.

Chile

The terms and conditions relating to the Tender Offer and Consent Solicitation Memorandum have not been approved by and will not be submitted for approval to the Chilean Financial Market Commission (Comisión para el Mercado Financiero) for purposes of public offering in Chile. Therefore, the Offers may not be made to the general public in Chile, directly or indirectly, and none of the Tender Offer and Consent Solicitation Memorandum or any other prospectus, form of application, advertisement or other material may be distributed, or otherwise made available in or from, or published in, Chile except in circumstances which do not constitute a public offer of securities to the public according to General Rule No. 336 of the Financial Market Commission.

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SOURCE WOM S.A.