Dealer Managers and Initial Purchasers in Tender Offer and Bond Issuance by Crédito Real

March 28, 2014

Cleary Gottlieb represented Barclays and Merrill Lynch as dealer managers and solicitation agents in a concurrent cash tender off and consent solicitation by Crédito Real. The tender offer to purchase Crédito Real’s 10.250% Senior Notes due 2015 and the consent solicitation launched on February 25 and the early tender period expired on March 10. The final tender deadline is expected to occur on March 25. During the early tender period, Crédito Real received tenders and consents with respect to $180.7 million principal amount of the 2015 Notes, or approximately 86.06% of the aggregate principal amount outstanding. The consents received exceeded the amount needed to approve the proposed amendments to the indenture, which included the elimination of most of the restrictive covenants and certain events of default and the shortening of the minimum notice period to holders required for a redemption. The tender offer and consent solicitation settled on March 13 with respect to the early tender period, and it is expected to settle on a date Crédito Real selects promptly following the final tender deadline with respect to any additional notes tendered and consents received.

Cleary Gottlieb also represented Barclays, Merrill Lynch and Credit Suisse as initial purchasers in both the initial bond offering by Crédito Real of the company’s $350 million 7.250% Senior Notes due 2020, which priced on March 6 and closed on March 13, as well as the additional offering of the company’s $75 million 7.250% Senior Notes due 2020, which priced on March 12 and closed on March 18.

Crédito Real is a leading financial institution in Mexico with a focus on consumer lending with a diversified business platform including: personal payroll loans, loans to finance the purchase of durable goods, small and medium-sized business loans, group loans, and used-car loans. The company offers products to the low- and middle-income segments of the population, which historically have been underserved by other financial institutions.