Deputy Superintendent Resolution No. 075-2024 — SMV — PE

PERU Ministry of Economy and Finance

SMV
Securities Market Superintendence
"Decade of Equal Opportunities for Women and Men" "Year of the Bicentennial, of the consolidation of our Independence, and of the commemoration of the heroic battles of Junín and Ayacucho" 1 Electronic document digitally signed under Law No. 27269, Law of Digital Signatures and Certificates, its regulations, and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml Deputy Superintendent Resolution of the SMV No. 075-2024-SMV/11 Lima, December 24, 2024

SEEN:
The Administrative File No. 2024038101 and Report No. 1728-2024-SMV/11.1 dated December 19, 2024, issued by the General Superintendence of Conduct Supervision (hereinafter, IGSC) of the Deputy Superintendence of Market Conduct Supervision (hereinafter, SASCM).

CONSIDERING:
That, within the framework of Article 39 of the Regulations for Public Offers of Acquisition and Purchase of Securities by Exclusivity, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amendments, by means of a written submission presented on September 6, 2024, Manufactura de Metales y Aluminio Record S.A. communicated to the Securities Market Superintendence – SMV and to the Lima Stock Exchange S.A. its decision to initiate an Exclusive Purchase Public Offer (OPC) on its investment shares; attaching various information and/or documentation, including the valuation report issued by Alkia Capital S.A.C. on August 29, 2024, in which the minimum price to be taken into account by Manufactura de Metales y Aluminio Record S.A. in the aforementioned OPC was determined (hereinafter, Valuation Report);

That, by means of written submissions presented on September 25 and 30, 2024, some holders of investment shares issued by Manufactura de Metales y Aluminio Record S.A. presented challenges regarding the Valuation Report; and, within the framework of supervision actions, the aforementioned written submissions were sent to Alkia Capital S.A.C. and Manufactura de Metales y Aluminio Record S.A. for their respective comments and/or clarifications;

That, taking into account that Manufactura de Metales y Aluminio Record S.A. requested an extension for the submission of its response to such challenges and that it was necessary for said issuer to submit its comments and/or explanations regarding them, by Deputy Superintendent Resolution of the SMV No. 064-2024-SMV/11 dated October 11, 2024 (hereinafter, Suspension Resolution), the suspension of the OPC formulated by Manufactura de Metales y Aluminio Record S.A. on its investment shares was ordered, until said issuer submits its comments and/or explanations regarding the facts manifested by its holders of investment shares;

That, by means of written submissions presented on October 18 and 29, 2024, Manufactura de Metales y Aluminio Record S.A. attended the information requests formulated by the Securities Market Superintendence – SMV and submitted its comments and/or explanations regarding the facts manifested by its holders of investment shares; likewise, within the framework of supervision actions, the respective evaluations and/or actions were carried out, considering what is provided in Article 50 of the Regulations for Public Offers of Acquisition and Purchase of Securities by Exclusivity;

That, by means of a material event of December 4, 2024, Manufactura de Metales y Aluminio Record S.A. requested to suspend the OPC on its investment shares for up to six (06) months, substantiating its request on the fact that the SMV was still evaluating its responses to the information requests;

That, regarding what is indicated in the preceding paragraphs, it must be noted that: (i) the suspension of the OPC on the investment shares of Manufactura de Metales y Aluminio Record S.A. was due to the fact that said issuer had not submitted its comments on the challenges of the holders of its investment shares; (ii) by means of written submissions presented on October 18 and 29, 2024, Manufactura de Metales y Aluminio Record S.A. submitted its comments and/or explanations regarding the challenges manifested by its holders of investment shares; and (iii) from what was manifested by Manufactura de Metales y Aluminio Record S.A. in its material event of December 4, 2024, no elements are evident that justify maintaining and/or extending the suspension of the OPC on its investment shares;

That, within the framework of Article 56 of the Single Text of the Order of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF, and taking into account the foregoing, it is considered that the suspension of the OPC formulated by Manufactura de Metales y Aluminio Record S.A. on its investment shares must be lifted, and said offer must be resumed;

Being in accordance with what is provided in Article 43, numeral 26, of the Regulations on Organization and Functions of the Securities Market Superintendence, approved by Supreme Decree No. 216-2011-EF.

RESOLVES:

Article 1st.- To leave without effect the suspension of the Exclusive Purchase Public Offer formulated by Manufactura de Metales y Aluminio Record S.A. on its investment shares, ordered by Deputy Superintendent Resolution of the SMV No. 064-2024-SMV/11 dated October 11, 2024, for the reasons exposed in the considering part of this Resolution.

Article 2nd.- To communicate this Resolution to the Lima Stock Exchange S.A. for its immediate dissemination to the market, as well as to publish it on the "Institutional Page of the SMV on the Unique Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv)".

Article 3rd.- To transcribe this Resolution to Manufactura de Metales y Aluminio Record S.A., in its capacity as offeror and issuer of the securities; to Kallpa Securities Brokerage Agent Society S.A., in its capacity as intermediary agent; and, to the Lima Stock Exchange S.A.

Carlos Rivero Zevallos
Deputy Superintendent
Deputy Superintendence of Market Conduct Supervision

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