CAMPOSOL S.A. 6.000% SENIOR NOTES DUE 2027 INDENTURE Dated as of February 3, 2020 CAMPOSOL S.A., as Issuer CSOL HOLDING LTD, as Parent Guarantor and THE BANK OF NEW YORK MELLON, as Trustee, Registrar, Paying Agent and Transfer AgentIndenture • April 19th, 2021 • Camposol Holding PLC • Agricultural production-crops • New York
INDENTURE, dated as of February 3, 2020, among CAMPOSOL S.A., a corporation (sociedad anónima) organized under the laws of Peru (the “Issuer”), CSOL HOLDING LTD, a limited company organized under the laws of Cyprus (the “Parent Guarantor”) and THE BANK OF NEW YORK MELLON, a banking corporation, organized and existing under the laws of the State of New York as trustee (together with its successors hereunder, in such capacity, the “Trustee”), registrar (in such capacity, the “Registrar”), transfer agent (in such capacity, the “Transfer Agent”) and paying agent (in such capacity, the “Paying Agent”).
MASTER AGREEMENT OF COMMERCIAL AGREEMENT DATED DECEMBER 2, 2015Master Agreement of Commercial Agreement • April 19th, 2021 • Camposol Holding PLC • Agricultural production-crops
• SOCIEDAD AGRICOLA VIRU S.A., identified by Taxpayer Registration (RUC) No. 20373860736, domiciled at the North Pan-American Highway km 521, District and Province of Virú, Department of La Libertad, acting by and through its General Manager, Ms. Yoselyn Malamud Kessler, identified by National Identity Document (DNI) No. 09343554, and Mr. Oscar Guido Echegaray Rengifo, identified by National Identity Document (DNI) No. 06681107, as per powers-of-attorney registered in Item No. 11009404 of the Registry of Legal Entities of the Public Registry in and for Trujillo, hereinafter referred to as “VIRU,” as party of the first part; and
SECOND ADDENDUM TO THE MASTER AGREEMENTThe Master Agreement • April 19th, 2021 • Camposol Holding PLC • Agricultural production-crops
• SOCIEDAD AGRICOLA VIRÚ S.A., identified by Taxpayer Registration (RUC) No. 20373860736, with principal place of business at Carretera Panamericana Norte Km. 521, District and Province of Virú, Department of La Libertad, acting by and through its General Manager, Yoselyn Malamud Kessler, identified by National Identity Document (DNI) No. 09343554, and Nicanor Mario Deza Neyra, identified by National Identity Document (DNI) No. 18193627, as per power-of-attorney registered in Electronic Item No. 11009404 of the Registry of Legal Entities in and for Trujillo, hereinafter referred to as “VIRÚ,” “BUYER,” or “LESSEE,” as party of the first part; and
ADDENDUM TO THE LONG-TERM LOAN AGREEMENTTerm Loan Agreement • April 19th, 2021 • Camposol Holding PLC • Agricultural production-crops
• BANCO BBVA PERÚ, identified by Tax ID Number (RUC) 20100130204, with principal place of business at República de Panamá 3055, district of San Isidro, province and department of Lima, acting by and through Frank Erick BABARCZY RODRÍGUEZ, holder of National Identity Card (DNI) No. 09339170, and Javier Alberto BALBÍN BUCKLEY, holder of National Identity Card (DNI) No. 07879913, both of them registered in entries C331 and C313 of Registration Card No. 11014915 of the Registry of Companies in and for Lima (hereinafter, the “Bank”); and
CERTIFIED COPY OF A NOTARIALLY RECORDED INSTRUMENT EVIDENCING A LONG-TERM LOAN AGREEMENT ENTERED INTO BY AND BETWEEN BANCO BBVA PERÚ AND CAMPOSOL S.A.Camposol Holding PLC • April 19th, 2021 • Agricultural production-crops
In the city of Lima, District of Jesús María, this 12th day of November, 2019, before me, Eduardo LAOS DE LAMA, Attorney-at-Law and Notary Public in and for Lima, holder of National Identity Card (DNI) 10077006309, issue this formal notarial instrument granted by:
FOURTH ADDENDUM TO THE MASTER AGREEMENTThe Master Agreement • April 19th, 2021 • Camposol Holding PLC • Agricultural production-crops
VIRÚ S.A., identified by Taxpayer Registration (RUC) No. 20373860736, with principal place of business at Carretera Panamericana Norte Km. 521, District and Province of Virú, Department of La Libertad, acting by and through its General Manager, Yoselyn Malamud Kessler, identified by National Identity Document (DNI) No. 09343554, and its Attorney-in-Fact, Oscar Guido Echegaray Rengifo, identified by National Identity Document (DNI) No. 06681107, as per power-of-attorney registered in Electronic Item No. 11009404 of the Registry of Legal Entities in and for Trujillo, hereinafter referred to as “LESSEE,” as party of the first part; and
NOTARIZED PAPERCamposol Holding PLC • April 19th, 2021 • Agricultural production-crops
No. 3. PURCHASE AGREEMENT EXECUTED BY CITRICOLA SALTEÑA S.A. AND CAMPOSOL URUGUAY S.R.L. In the city of Montevideo, on January twenty-fifth, two thousand nineteen, before me, Federico Susena, Notary Public, there appeared: Eduardo Caputto Frescuelo, of legal age, holder of identity card number 1.376.383-9, with the same domicile for these purposes as his principal, in his capacity as Chairman of the Board of Directors, and acting in the name and on behalf of CITRÍCOLA SALTEÑA SOCIEDAD ANÓNIMA, a legal entity registered in the Sole Tax Registry of the General Tax Bureau under number 160009690018, with principal place of business for these purposes at calle Esteban Elena No. 6527 of this city (hereinafter, the “Seller”), AS PARTY OF THE FIRST PART; and Alejandro Leoncio Arrieta Pongo, holder of Peruvian passport number 116591937, of legal age, with the same
Notary Public:Camposol Holding PLC • April 19th, 2021 • Agricultural production-crops
You are hereby requested in your capacity as Notary Public to enter in your Register of Public Deeds one evidencing the Addendum (the “Addendum”) to the Long-Term Loan Agreement (the “Agreement”) executed by:
NOTARIZED PAPERCamposol Holding PLC • April 19th, 2021 • Agricultural production-crops
No. 4. PURCHASE AGREEMENT EXECUTED BY JAMILCO S.A. AND CAMPOSOL URUGUAY S.R.L. In the city of Montevideo, on January twenty-fifth, two thousand nineteen, before me, Federico Susena, Notary Public, there appeared: Silvana Caputto Pereiro, of legal age, holder of identity card number 1.853.605-9, with the same domicile for these purposes as her principal, in her capacity as Vice-Chairman of the Board of Directors, and acting in the name and on behalf of JAMILCO SOCIEDAD ANÓNIMA, a legal entity registered in the Sole Tax Registry of the General Tax Bureau under number 214946720013, with principal place of business for these purposes at calle Esteban Elena No. 6527 of this city (hereinafter, the “Seller”), AS PARTY OF THE FIRST PART; and Alejandro Leoncio Arrieta Pongo, holder of Peruvian passport
