Colegios Peruanos SA, which operates under the commercial name “Innova Schools”, a leading company in the educational market (primary and secondary), with operations in Lima and in several provinces of Peru, successfully completed a “Liability Management” process, which resulted in the redemption and cancellation of all the Securitization Bonds issued in 2014 (issuance up to an amount of S / 70'000,000.00), through the simultaneous delivery of the same number of securitization bonds (“exchange”) issued under the Securitized Bonds Program of 2019 (“Social Bond”), for which, the Second Issuance of the Social Bond was made, for an amount of S/61'891,500.00, maturing in 2035. It is important to note that the Bono Social is a program of securitized bonds, up to an amount of S / 1,000´000,000.00 (One Billion and 00/100 Soles) (more than US$300’000,000.00).
The Liability Management process involved the elaboration, negotiation and closing of many documents, prospectus and contracts, which had to contemplate, among other aspects, the termination of the Bond Securitization Trust Act of 2014 and its respective Trust Agreement in Guarantee, subject to the suspensive condition that the Bonds of the Second Issuance of the Social Bond be placed and issued, establishing, likewise, that the cash flows and guarantees released from the Bond of 2014 are incorporated into the Securitized Bonds Program of 2019. In this operation, both in Liability Management and the Second Issuance of the Social Bond, several actors participated, such as the Originator (Colegios Peruanos S.A.), the Structuring Entities (Credicorp Capital Servicios Financieros and Interbank), the Trustee of the Securitization Program (Intertitulos), the Trustee of the Guarantee Trust (FiduPerú), and the Guarantee Agent (Interbank). All this process, additionally, had the approval of the respective Bondholders' Meetings.
This Second Issuance, like the First, received the Social Bond rating, according to the certification carried out by the prestigious international firm "Sustainalytics". This Second Issuance constitutes a milestone in the local market, since it is the first time that an educational entity carries out an issuance with a Social Bond rating, in order to carry out a Liability Management operation (bond exchange). Educational centers, especially those such as the “Innova Schools”, which provide primary and secondary education, are not recurrent players in the capital market, nor are they conducting Liability Management operations, which is why this operation as a whole, it evidenced a great challenge for all who participated in it, and certainly evidenced an important achievement for Colegios Peruanos S.A.
Carlos Saco-Vertiz and Gerardo Guzmán, Partners of BBGS Abogados, who were in charge of leading the legal advice of Colegios Peruanos S.A. in all this transaction, pointed out that “with this operation, Colegios Peruanos S.A. consolidates and reaffirms its position in the capital market, demonstrating that educational businesses, in the measure that they are organized and structured in an efficient and responsible way, can access to the capital market and take advantage of the benefits of this source of financing”. They also added that “it is not common to see an educational center carries out a complexity transaction such as Liability Management, which shows the trust and support that the Bondholders have had and still have in Colegios Peruanos S.A.”.