BUSINESS WIRE<\/a>)–
\nAuna S.A. (NYSE: AUNA), a public limited liability company (soci\u00e9t\u00e9 anonyme<\/i>) incorporated and existing under the laws of Luxembourg, having its registered office at 6, rue Jean Monnet, L-2180 Luxembourg, and registered with the Luxembourg Trade and Companies Register (Registre de Commerce et des Soci\u00e9t\u00e9s, Luxembourg<\/i>) under number B267590 (\u201cAuna\u201d or the \u201cCompany\u201d), a Latin American healthcare company with operations in Mexico, Peru and Colombia, announced today the early tender results in connection with its previously announced offer to purchase for cash of any and all of the outstanding 10.000% Senior Notes due 2029 issued by Auna (the \u201cNotes\u201d), upon the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated October 20, 2025 (the \u201cOffer to Purchase\u201d) for the consideration described below (the \u201cTender Offer\u201d). All capitalized terms used herein but not defined in this announcement have the respective meanings ascribed to them in the Offer to Purchase.<\/p>\n\nSimultaneously with the Tender Offer, Auna conducted a solicitation of consents (the \u201cConsent Solicitation\u201d) from Holders of the Notes to effect certain proposed amendments to the indenture governing the Notes dated as of December 18, 2023 (as amended and supplemented from time to time, the \u201cBase Indenture\u201d), by and among the Company, the guarantors party thereto (the \u201cGuarantors\u201d) and Citibank, N.A., as trustee, paying agent, registrar and transfer agent (the \u201cTrustee\u201d), under which the Notes were issued, as amended and supplemented by a first supplemental indenture dated October 18, 2024 by and among, the Company, the Guarantors and the Trustee (the \u201cFirst Supplemental Indenture\u201d and together with the Base Indenture, the \u201cIndenture\u201d), to eliminate substantially all of the restrictive covenants as well as certain events of default and related provisions contained therein, as further described in the Offer to Purchase (the \u201cProposed Amendments\u201d).<\/p>\n
\nThe Early Tender Date for the Tender Offer and the Consent Solicitation was 5:00 p.m., New York City time, October 31, 2025 (the \u201cEarly Tender Date\u201d). According to information received from Global Bondholder Services Corporation, the tender and information agent for the Tender Offer (the \u201cTender and Information Agent\u201d), as of 5:00 p.m., New York City time, on October 31, 2025, US$273,709,580 in aggregate principal amount of the Notes, or approximately 73.39% of the outstanding Notes, had been validly tendered (and not validly withdrawn) pursuant to the Tender Offer.<\/p>\n
\nAuna will only accept the Notes validly tendered in the Tender Offer for the Notes provided that certain conditions described in the Offer to Purchase under \u201cThe Tender Offer and Consent Solicitation\u2014Conditions to the Tender Offer and Solicitation,\u201d which include the successful consummation of a Proposed New Notes Offering (each as defined in the Offer to Purchase), are satisfied or waived.<\/p>\n
\nThe Company has obtained the requisite consents of holders of a majority in aggregate principal amount of the Notes outstanding (excluding any Notes held by the Company or its affiliates) to give effect to the Proposed Amendments.<\/p>\n
\nConsequently, as previously announced, Auna expects to execute the supplemental indenture (the \u201cSupplemental Indenture\u201d) effecting the Proposed Amendments with respect to the Notes that will be effective upon execution but will only become operative upon consummation of the Tender Offer on the Early Settlement Date (as defined below), if applicable, or the Final Settlement Date (as defined below).<\/p>\n
\nSubject to the Company\u2019s acceptance of the Notes validly tendered, Holders who validly tendered their Notes at or prior to the Early Tender Date in the manner described in the Offer to Purchase will be eligible to receive the applicable Total Consideration, which includes the applicable Tender Offer Consideration and the applicable Early Tender Payment, plus the applicable Accrued Interest. At the Company\u2019s option, payment for Notes validly tendered at or prior to the Early Tender Date and accepted for purchase will be made on the early settlement date, expected to be within four business days following the Early Tender Date, or November 6, 2025, or as promptly as practicable thereafter (the \u201cEarly Settlement Date\u201d).<\/p>\n
\nThe following table summarizes certain payment terms of the Tender Offer and Consent Solicitation:<\/p>\n
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