Auna’s $765 Million Debt Refinancing

Cleary Gottlieb represented Citigroup Global Markets Inc. (Citi), HSBC Securities (USA) Inc. (HSBC), Santander US Capital Markets LLC (Santander), and BBVA Securities Inc. (BBVA), as initial purchasers, in an offer by Auna S.A. (Auna) and Oncosalud S.A.C. (Oncosalud) of their 8.75% senior secured notes due 2032 and as dealer managers and solicitation agents in Auna’s offer to purchase its outstanding 10% senior secured notes due 2029 and solicitation of consents to amend the indenture governing the 2029 notes.

The 2032 notes offering launched on October 28, 2025, priced on November 3, 2025, and settled on November 6, 2025. The tender offer commenced on October 20, 2025, early tenders settled on November 6, 2025, and final settlement is expected on November 21, 2025.

Cleary also represented Citi, HSBC México S.A., Institución de Banca Múltiple, Grupo Financiero HSBC México, Banco Santander México S.A., Institución de Banca Múltiple, Grupo Financiero Santander México, and BBVA México S.A., Institución de Banca Múltiple, Grupo Financiero BBVA México as structuring agents, joint lead arrangers, and bookrunners, in a $400 million Mexican peso equivalent secured term loan maturing in 2030 that was extended to Grupo Salud Auna México S.A. de C.V., Hospital y Clínica OCA S.A. de C.V., and Oncosalud S.A.C. as borrowers. The loan also contemplates an incremental uncommitted $60 million equivalent tranche in Peruvian Soles. Auna expects to use the proceeds of the term loan to repay indebtedness and pay certain costs and fees related to the transactions.

The International Finance Corporation (IFC) acted as parallel lender under the term loan and purchased 10% of the aggregate principal amount of the 2032 notes in a concurrent private placement transaction. Cleary also represented IFC in these transactions.

The term loan and the 2032 notes are guaranteed by certain of Auna’s subsidiaries and are secured by real estate assets in Mexico, Peru, and Colombia, and by shares of Auna’s material subsidiaries.

Auna is one of the largest and most recognized players in the Latin American health care industry with presence in Mexico, Peru, and Colombia.

The Cleary team included partner Juan Giráldez, visiting lawyer Maria Hyde, and associates Rodrigo Lopez Lapeña and Juan Ignacio Leguizamo. Partner Matthew Brigham and associates Julia Huang and Banu Dzhafarova advised on tax matters.