Obbligazione Perú 2.392% ( US715638DE95 ) in USD

Emittente Perú
Prezzo di mercato refresh price now   100 USD  ▲ 
Paese  Perù
Codice isin  US715638DE95 ( in USD )
Tasso d'interesse 2.392% per anno ( pagato 2 volte l'anno)
Scadenza 23/01/2026



Prospetto opuscolo dell'obbligazione Peru US715638DE95 en USD 2.392%, scadenza 23/01/2026


Importo minimo 1 000 USD
Importo totale 1 000 000 000 USD
Cusip 715638DE9
Coupon successivo 23/07/2025 ( In 39 giorni )
Descrizione dettagliata Il Perù è un paese dell'America del Sud ricco di storia Inca, biodiversità amazzonica e paesaggi andini spettacolari.

The Obbligazione issued by Perú ( Peru ) , in USD, with the ISIN code US715638DE95, pays a coupon of 2.392% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 23/01/2026







424B2
424B2 1 d884424d424b2.htm 424B2
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-237609


PROSPECTUS SUPPLEMENT
(To prospectus dated April 14, 2020)

Republic of Peru
U.S.$1,000,000,000 2.392% U.S. Dollar-Denominated Global Bonds Due 2026
U.S.$2,000,000,000 2.783% U.S. Dollar-Denominated Global Bonds Due 2031


The Republic of Peru is offering U.S.$1,000,000,000 aggregate principal amount of its 2.392% U.S. Dollar-Denominated Global Bonds Due 2026 (the "2026 bonds") and
U.S.$2,000,000,000 aggregate principal amount of its 2.783% U.S. Dollar-Denominated Global Bonds Due 2031 (the "2031 bonds" and, together with the 2026 bonds, the
"bonds"). The 2026 bonds will bear interest at the rate of 2.392% per year, accruing from April 23, 2020. The 2031 bonds will bear interest at the rate of 2.783% per year, accruing
from April 23, 2020. Interest on the bonds is payable on January 23 and July 23 of each year, beginning on July 23, 2020. The final maturity of the 2026 bonds will be January 23,
2026. The final maturity of the 2031 bonds will be January 23, 2031.
We may redeem the 2026 bonds, in whole or in part, at any time or from time to time prior to December 23, 2025 (one month prior to the maturity date of the 2026 bonds)
by paying the greater of the outstanding principal amount of the 2026 bonds and a "make-whole" amount. In addition, we may redeem the 2026 bonds, in whole or in part, at any
time or from time to time on or after December 23, 2025 (one month prior to the maturity date of the 2026 bonds), at a redemption price equal to 100% of the principal amount of
2026 bonds to be redeemed, plus accrued and unpaid interest. We may redeem the 2031 bonds, in whole or in part, at any time or from time to time prior to October 23, 2030 (three
months prior to the maturity date of the 2031 bonds) by paying the greater of the outstanding principal amount of the 2031 bonds and a "make-whole" amount. In addition, we may
redeem the 2031 bonds, in whole or in part, at any time or from time to time on or after October 23, 2030 (three months prior to the maturity date of the 2031 bonds), at a
redemption price equal to 100% of the principal amount of 2031 bonds to be redeemed, plus accrued and unpaid interest. See "Description of the Bonds--Optional Redemption."
The bonds will be direct, general, unconditional, unsubordinated and unsecured obligations of Peru. Each series of bonds will rank equally, without any preference among
themselves, with all of Peru's other existing and future unsecured and unsubordinated obligations relating to external indebtedness of Peru, as described under "Description of the
Securities--Debt Securities--Defined Terms" in the accompanying prospectus.
The bonds will contain provisions regarding acceleration and future modifications to their terms, including "collective action clauses." Under these provisions, which differ
from the terms of Peru's external indebtedness issued prior to August 6, 2015 and which are described in "Description of the Bonds--Collective Action Clauses," "Description of
the Bonds--Meetings, Amendments and Waivers--Collective Action" in this prospectus supplement and in "Description of the Securities--Debt Securities--Default; Acceleration
of Maturity," "Description of the Securities--Debt Securities--Collective Action Clauses" and "Description of the Securities--Debt Securities--Meetings, Amendments and
Waivers--Collective Action" in the accompanying prospectus, Peru may amend the payment provisions of any series of its debt securities (including the bonds) and other reserve
matters listed in the indenture with the consent of the holders of: (1) with respect to a single series of debt securities, more than 75% of the aggregate principal amount outstanding
of such series; (2) with respect to two or more series of debt securities, if certain "uniformly applicable" requirements are met, more than 75% of the aggregate principal amount of
the outstanding debt securities of all series affected by the proposed modification, taken in the aggregate; or (3) with respect to two or more series of debt securities, more than
662/3% of the aggregate principal amount of the outstanding securities of all series affected by the proposed modification, taken in the aggregate, and more than 50% of the
aggregate principal amount of the outstanding securities of each series affected by the proposed modification, taken individually.
We will apply to admit the bonds for listing on the Official List of the Luxembourg Stock Exchange and for trading on the Euro MTF Market.



Proceeds to
Peru (before
expenses and
Price to
Underwriting
underwriting


Public(1)

Fee(2)

fee)(3)

Per 2026 bond


100.002%

0.050%

100.002%
Total for 2026 bonds

U.S.$1,000,020,000
U.S.$ 500,000
U.S.$1,000,020,000
Per 2031 bond


100.002%

0.050%

100.002%
Total for 2031 bonds

U.S.$2,000,040,000
U.S.$1,000,000
U.S.$2,000,040,000

(1)
Plus accrued interest, if any, from April 23, 2020.
(2)
See "Underwriting."
(3)
See "Use of Proceeds."
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2
The underwriters are offering the bonds subject to various conditions. The underwriters expect to deliver the bonds to purchasers on or about April 23, 2020, through the
book-entry facilities of The Depository Trust Company ("DTC"), and its direct or indirect participants including Euroclear S.A./N.V. ("Euroclear") and Clearstream Banking, S.A.
("Clearstream").


Global Coordinators and Bookrunners

Citigroup

Goldman Sachs & Co. LLC
HSBC
Santander


April 16, 2020
Table of Contents
You should rely only on the information contained in this prospectus supplement and the accompanying prospectus, including the information
incorporated by reference. We have not, and the underwriters have not, authorized any other person to provide you with different information. If anyone
provides you with different or inconsistent information, you should not rely on it. We are not, and the underwriters are not, making an offer to sell these
securities in any jurisdiction where the offer or sale is not permitted. You should assume that the information appearing or incorporated by reference in this
prospectus supplement and the accompanying prospectus is accurate only as of its date. Our financial condition and prospects may have changed since that
date.
TABLE OF CONTENTS


Page
Prospectus Supplement

About this Prospectus Supplement and the Accompanying Prospectus
S-1
Incorporation by Reference
S-3
Forward-Looking Statements
S-4
Sovereign Immunity
S-5
Certain Legal Restrictions
S-6
Summary of the Offering
S-7
Risk Factors
S-11
Use of Proceeds
S-14
Description of the Bonds
S-15
United States Federal Income Tax Considerations
S-26
Peru Taxation
S-26
Underwriting
S-27
Validity of the Bonds
S-32
General Information
S-33

Page
Prospectus

About This Prospectus

i
Data Dissemination

i
Use of Proceeds

1
Description of the Securities

2
Taxation

19
Plan of Distribution

25
Official Statements

27
Validity of the Securities

28
Authorized Representative

29
Where You Can Find More Information

30
Through and including May 26, 2020 (the 40th day after the date of this prospectus supplement), all dealers effecting transactions in these
securities, whether or not participating in this offering, may be required to deliver a prospectus and prospectus supplement. This is in addition to
a dealer's obligation to deliver a prospectus and prospectus supplement when acting as an underwriter and with respect to an unsold allotment or
subscription.
The bonds are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the EEA or the UK. For these purposes, a "retail investor" means a person who is one (or more) of: (i) a retail client as defined in point
(11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2
"IDD"), where that customer would not qualify as a professional client as defined in point
Table of Contents
(10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (as amended or superseded, the "Prospectus
Regulation"). Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering
or selling the bonds or otherwise making them available to retail investors in the EEA or the UK has been prepared and therefore offering or selling the
bonds or otherwise making them available to any retail investor in the EEA or the UK may be unlawful under the PRIIPs Regulation. References to
Regulations or Directives include, in relation to the UK, those Regulations or Directives as they form part of UK domestic law by virtue of the European
Union (Withdrawal) Act 2018 or have been implemented in UK domestic law, as appropriate.
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING PROSPECTUS
This prospectus supplement and the accompanying prospectus contain or incorporate by reference information you should consider when making
your investment decision. You should rely only on the information provided or incorporated by reference in this prospectus supplement and the
accompanying prospectus, which should be read together. References in this prospectus supplement to "we," "us," "our" and "Peru" are to the Republic of
Peru.
We are furnishing this prospectus supplement and the accompanying prospectus solely for use by prospective investors in connection with their
consideration of a purchase of bonds. After having made all reasonable queries, we confirm that:

·
the information contained or incorporated by reference in this prospectus supplement and the accompanying prospectus is true and correct in

all material respects and is not misleading as of the date of this prospectus supplement or the accompanying prospectus;


·
changes may occur in our affairs after the date of this prospectus supplement and the accompanying prospectus;

·
certain statistical information included in this prospectus supplement and the accompanying prospectus reflects the most recent reliable data

readily available to us as of the date hereof;

·
we hold the opinions and intentions expressed in the accompanying prospectus, this prospectus supplement and any document incorporated by

reference in this prospectus supplement and the accompanying prospectus, as superseded in this prospectus supplement;

·
to the best of our knowledge and belief, we have not omitted other facts, the omission of which makes this prospectus supplement and the

accompanying prospectus, as a whole, misleading; and

·
we accept responsibility for the information we have provided or incorporated by reference in this prospectus supplement and the

accompanying prospectus.
Prospective investors should rely on the information provided in this prospectus supplement, the accompanying prospectus and the documents
incorporated by reference in this prospectus supplement and the accompanying prospectus. No person is authorized to make any representation or give any
information not contained in this prospectus supplement, the accompanying prospectus or the documents incorporated by reference in this prospectus
supplement and the accompanying prospectus. Any such representation or information not contained in this prospectus supplement, the accompanying
prospectus or the documents incorporated by reference in this prospectus supplement and the accompanying prospectus must not be relied upon as having
been authorized by us or the underwriters. See "General Information--Where You Can Find More Information" in this prospectus supplement for
information on the documents that are incorporated by reference in this prospectus supplement and the accompanying prospectus.
We are not offering to sell any securities other than the bonds offered under this prospectus supplement. We are not offering to sell the bonds in
places where such offers are not permitted by applicable law. You should not assume that the information contained or incorporated by reference in this
prospectus supplement or the accompanying prospectus is accurate as of any date other than their respective dates. Our economic, fiscal or political
circumstances may have changed since such dates.
The bonds described in this prospectus supplement are debt securities of Peru being offered under registration statement no. 333-237609, filed with
the U.S. Securities and Exchange Commission (the "SEC") under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The accompanying
prospectus is part of that registration statement. The accompanying prospectus provides you with a general description of the securities that we may offer,
and this prospectus supplement contains specific information about the terms of the offering and the bonds. This prospectus supplement together with the
accompanying prospectus may only be

S-1
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2
Table of Contents
used for the purpose for which they have been published. Before you invest, you should read this prospectus supplement and the accompanying prospectus,
together with additional information described in "Where You Can Find More Information" in the accompanying prospectus.
This document is for distribution only to persons who (i) have professional experience in matters relating to investments falling within Article 19(5)
of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order"), (ii) are persons falling
within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Financial Promotion Order, (iii) are outside the United
Kingdom, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial
Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be
communicated (all such persons together being referred to as "relevant persons"). This document is directed only at relevant persons and must not be acted
on or relied on by persons who are not relevant persons. Any investment or investment activity to which this document relates is available only to relevant
persons and will be engaged in only with relevant persons.
In connection with the offering, Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, HSBC Securities (USA) Inc. and Santander Investment
Securities Inc. (the "Stabilizing Managers") (or persons acting on their behalf) may over-allot bonds (provided that, in the case of any bonds to be admitted
to trading on the Euro MTF Market, the aggregate principal amount of bonds allotted does not exceed 105% of the aggregate principal amount of the bonds
subject to the offering) or effect transactions with a view to supporting the market price of the bonds during the stabilization period at a level higher than
that which might otherwise prevail. However, stabilization action may not necessarily occur. Any stabilization action may begin on or after the date of
adequate public disclosure of the terms of the offer of the bonds and, if begun, may cease at any time, but it must end no later than 30 calendar days after
the date on which the issuer of the bonds received the proceeds of the issue, or no later than 60 calendar days after the date of allotment of the bonds,
whichever is earlier. Any stabilization action or over-allotment must be conducted by the relevant Stabilizing Managers (or persons acting on their behalf)
in accordance with all applicable laws and rules and will be undertaken at the offices of the Stabilizing Managers (or persons acting on their behalf) and on
the Euro MTF Market of the Luxembourg Stock Exchange or the over-the-counter market.
As used in this prospectus supplement, the term "business day" means any day other than a Saturday, a Sunday or a legal holiday or a day on which
banking institutions or trust companies are authorized or obligated by law to close in New York City or Lima, Peru.
The trustee assumes no responsibility for the accuracy or completeness of the information contained in this prospectus supplement or the
accompanying prospectus or for any failure by us or any other party to disclose events that may have occurred and may affect the significance or accuracy
of such information.

S-2
Table of Contents
INCORPORATION BY REFERENCE
We are incorporating by reference into this prospectus supplement Peru's most recent Annual Report on Form 18-K (the "Form 18-K") for the fiscal
year ended December 31, 2018, as filed with the SEC on June 11, 2019, including the exhibits that are specifically incorporated by reference therein, and
each subsequent report on Form 18-K and each subsequent amendment on Form 18-K/A filed after the date of the Form 18-K and prior to the closing date.

S-3
Table of Contents
FORWARD-LOOKING STATEMENTS
This prospectus supplement may contain forward-looking statements. Forward-looking statements are statements that are not historical facts. These
statements are based on Peru's current plans, estimates, assumptions and projections. Therefore you should not place undue reliance on them. Forward-
looking statements speak only as of the date they are made, and Peru undertakes no obligation to update any of them in light of new information or future
events.
Forward-looking statements involve inherent risks. Peru cautions you that many factors could adversely affect the future performance of the Peruvian
economy. These factors include, but are not limited to:

· external factors, such as:


·
public health crises and epidemics/pandemics and worldwide effects thereof and responses thereto;

https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2

·
interest rates in financial markets outside Peru;


·
changes in Peru's credit ratings;


·
changes in import tariffs and exchange rates;


·
changes in international commodity prices;


·
recession, low economic growth or economic contraction affecting Peru's trading partners;


·
deterioration in the economic condition of Peru's neighboring countries;

·
contraction of liquidity in the international financial markets and in equity, debt or foreign exchange markets volatility, which could lead to

volatility in Peru, declines in foreign direct and portfolio investment and potentially lower international reserves;


·
international hostilities;

·
the decisions of international financial institutions, such as the International Monetary Fund (the "IMF"), the Inter-American Development

Bank (the "IADB"), the International Bank for Reconstruction and Development (the "World Bank") and the Andean Development
Corporation (the "CAF"), regarding the terms of their lending and financial assistance to Peru; and


·
litigation and other legal proceedings; and

· internal factors, such as:

·
political, economic, social or military issues or events in Peru, including as a result of public health crises in Peru, and the Peruvian

government's responses thereto;


·
deterioration in general economic and business conditions in Peru;


·
increase in crime rates;


·
natural events, such as climatic changes, earthquakes and floods;


·
reduction in foreign currency reserves;


·
reduction in fiscal revenue;


·
reduced levels of foreign direct investment;


·
the ability of the Peruvian government to enact key economic reforms;


·
higher domestic debt;


·
increased rates of domestic inflation;


·
the level of foreign direct and portfolio investment in Peru; and


·
prevailing Peruvian domestic interest rates.

S-4
Table of Contents
SOVEREIGN IMMUNITY
Peru is a sovereign state. Consequently, it may be difficult for you to obtain or realize upon judgments of courts in the United States against Peru.
Among other requirements, the execution by a Peruvian court of a judgment ordering payment by Peru of any principal or interest arising from the bonds
will be subject to availability of funds according to the statute passed by the Peruvian Congress setting forth the budget corresponding to the fiscal year in
which such payment is due.
Limitations Imposed by Budget Laws to Satisfy Payments on the Bonds
A final judgment against Peru ordering payment on the bonds is subject to Peruvian budget regulations. Pursuant to the Budget National System
Legislative Decree No. 1440 (Decreto Legislativo del Sistema Nacional del Presupuesto Público) that became effective on January 1, 2019, and the Public
Sector Budget Law for Fiscal Year 2020, Urgent Decree No. 014-2019 (Decreto de Urgencia que aprueba el Presupuesto del Sector Público para el Año
Fiscal 2020), payment by Peru of judgments, arbitral awards, conciliation minutes or direct treatment agreements (trato directo) is subject to the following
process:

·
up to 5% of the budget corresponding to the Ministry of Economy and Finance may be allocated towards payments and judgments, subject to
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2

certain exceptions;

·
payments must be made by each Peruvian governmental entity (in our case, the Ministry of Economy and Finance) from its respective bank

account, taking into account all mandatory priorities;


·
up to 5%, the Ministry of Economy and Finance would pay its creditors on a pro rata basis; and


·
payment requirements in excess of the 5% threshold must be included in the budgets approved for the following five fiscal years.
Enforceability of Judgments
If the payment of any Peruvian judicial order is not honored by the Ministry of Economy and Finance, a proceeding for the execution of judicial
resolutions may be initiated as provided for in article 688 et. seq. of the Peruvian Civil Procedure Code. Notwithstanding the foregoing, in accordance with
section 73 of the Peruvian Political Constitution, public domain assets destined for the public service and use are inalienable and are not subject to any
adverse possession (prescripción adquisitiva). Public domain assets are a special form of property that can only be set aside for the public use, a service to
the community or national interest. As such, those assets as well as (i) property used by a diplomatic or consular mission of Peru; (ii) property of a military
character and under the control of a military authority or defense agency of Peru; (iii) public property; (iv) shares of Peruvian public sector entities or shares
of Peruvian private sector entities owned or controlled by Peru or by a Peruvian public sector entity, or revenues collected from the sale of such shares, to
the extent such shares or revenues are exempt by Peruvian law from attachment or execution; or (v) funds deposited in Peru's accounts held in the Peruvian
financial system that constitute public domain property, are neither subject to liens or encumbrances nor to a judicial attachment. Conversely, assets not set
aside for the public domain are subject to the private domain of the Peruvian government (which includes, among others, the cash deposits of the Peruvian
government abroad) and as such may be encumbered or attached.
For more information, see "Description of the Securities--Jurisdiction, Consent to Service and Enforceability" in the accompanying prospectus.

S-5
Table of Contents
CERTAIN LEGAL RESTRICTIONS
The distribution of materials relating to the offering and the transactions contemplated by the offering may be restricted by law in certain
jurisdictions. If materials relating to the offering come into your possession, you must inform yourself and observe all of these restrictions. The materials
relating to the offering do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not
permitted. If a jurisdiction requires that the offering be made by a licensed broker or dealer and either the underwriters or any affiliate of the underwriters is
a licensed broker or dealer in such jurisdiction, the offering shall be deemed to be made by such underwriter or such affiliate on behalf of Peru in such
jurisdiction. For more information, see "Underwriting."

S-6
Table of Contents
SUMMARY OF THE OFFERING

This summary highlights information presented in greater detail elsewhere in this prospectus supplement and the accompanying prospectus,
including the documents incorporated by reference. This summary is not complete and does not contain all the information you should consider before
investing in the bonds. You should carefully read this entire prospectus supplement and the accompanying prospectus before investing.

Issuer
Republic of Peru.

Bonds
2.392% U.S. Dollar-Denominated Global Bonds due 2026, which we refer to herein as the
"2026 bonds."

2.783% U.S. Dollar-Denominated Global Bonds due 2031, which we refer to herein as the

"2031 bonds" and, together with the 2026 bonds, as the "bonds."

Issue Amount
For the 2026 bonds, U.S.$1,000,000,000 aggregate principal amount.


For the 2031 bonds, U.S.$2,000,000,000 aggregate principal amount.
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2

Issue Price
For the 2026 bonds, 100.002%, plus accrued interest, if any, from April 23, 2020.


For the 2031 bonds, 100.002%, plus accrued interest, if any, from April 23, 2020.

Final Maturity Date
For the 2026 bonds, January 23, 2026.


For the 2031 bonds, January 23, 2031.

Interest Rate
For the 2026 bonds, 2.392% per year, computed on the basis of a 360 day year of twelve 30
day months.

For the 2031 bonds, 2.783% per year, computed on the basis of a 360 day year of twelve 30

day months

Interest Payment Dates
January 23 and July 23 of each year, commencing on July 23, 2020.

Optional Redemption
We may redeem the 2026 bonds, in whole or in part, at any time or from time to time prior
to December 23, 2025 (one month prior to the maturity date of the 2026 bonds) by paying
the greater of the outstanding principal amount of the 2026 bonds and a "make-whole"
amount calculated by a calculation agent appointed by us, in each case plus accrued and
unpaid interest. In addition, we may redeem the 2026 bonds, in whole or in part, at any time
or from time to time on or after December 23, 2025 (one month prior to the maturity date of
the 2026 bonds) at a redemption price equal to 100% of the principal amount of 2026 bonds
to be redeemed, plus accrued and unpaid interest.

We may redeem the 2031 bonds, in whole or in part, at any time or from time to time prior

to October 23, 2030 (three months prior to the maturity date of the 2031 bonds) by paying
the greater of the outstanding principal amount of the 2031 bonds and a "make-whole"

S-7
Table of Contents
amount calculated by a calculation agent appointed by us, in each case plus accrued and
unpaid interest. In addition, we may redeem the 2031 bonds, in whole or in part, at any time

or form time to time on or after October 23, 2030 (three months prior to the maturity date of
the 2031 bonds) at a redemption price equal to 100% of the principal amount of 2031 bonds
to be redeemed, plus accrued and unpaid interest.


See "Description of the Bonds--Optional Redemption."


The bonds will not benefit from any sinking fund.

Use of Proceeds
The aggregate proceeds from the sale of the bonds will be U.S.$3,000,060,000. The
aggregate underwriting fee of U.S.$1,500,000 will be paid separately by us, as described
under "Underwriting." We intend to use the net proceeds from this offering to partially
finance the general requirements for fiscal year 2020 and to prefinance the general
requirements for fiscal year 2021.

Collective Action Clauses
The bonds will contain provisions regarding acceleration and future modifications to their
terms, including "collective action clauses." Under these provisions, which differ from the
terms of Peru's external indebtedness issued prior to August 6, 2015 and which are described
in "Description of the Bonds--Collective Action Clauses" in this prospectus supplement and
in "Description of the Securities--Debt Securities--Default; Acceleration of Maturity,"
"Description of the Securities--Debt Securities--Collective Action Clauses" and
"Description of the Securities--Debt Securities--Meetings, Amendments and Waivers--
Collective Action" in the accompanying prospectus, Peru may amend the payment provisions
of any series of its debt securities (including the bonds) and other reserve matters listed in the
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2
indenture with the consent of the holders of: (1) with respect to a single series of debt
securities, more than 75% of the aggregate principal amount outstanding of such series;
(2) with respect to two or more series of debt securities, if certain "uniformly applicable"
requirements are met, more than 75% of the aggregate principal amount of the outstanding
debt securities of all series affected by the proposed modification, taken in the aggregate; or
(3) with respect to two or more series of debt securities, more than 662/3% of the aggregate
principal amount of the outstanding securities of all series affected by the proposed
modification, taken in the aggregate, and more than 50% of the aggregate principal amount of
the outstanding securities of each series affected by the proposed modification, taken
individually.

Negative Pledge
The bonds contain certain covenants, including restrictions on the incurrence of liens. These
covenants are subject to many exceptions.

Denominations
We will issue each series of the bonds only in denominations of U.S.$1,000 and integral
multiples of U.S.$1,000 in excess thereof.

S-8
Table of Contents
Ranking
The bonds will be direct, general, unconditional, unsubordinated and unsecured obligations
of Peru. The bonds of each series will rank at least equally, without any preference among
themselves, with all of our other existing and future unsecured and unsubordinated
obligations relating to our external indebtedness as described under "Description of the
Securities--Debt Securities--Defined Terms" in the accompanying prospectus.

Additional Amounts
We will make payments of principal and interest in respect of the bonds of each series
without withholding or deduction for or on account of any present or future Peruvian taxes,
duties, assessments or governmental charges of whatever nature except as required by law. If
we are required by law to make any such withholding or deduction, we will pay such
additional amounts as may be necessary to ensure the net amount received by holders after
such withholding or deduction equals the amount such holders would have received in the
absence of such withholding or deduction, subject to certain exceptions set forth under
"Description of the Bonds--Additional Amounts."

Further Issues
Without the consent of holders of either series of the bonds, we may issue additional bonds of
that series with the same terms and conditions as the outstanding bonds of that series, except
for the issue date, issue price and amount of first interest payment, and we may consolidate
the additional bonds of that series to form a single series with the outstanding bonds of that
series issued hereunder.

Form of Securities
We will issue the bonds of each series in the form of one or more registered global bonds
without coupons. No bonds will be issued in bearer form.

You will be required to make payment in respect of the initial settlement for the bonds

issued pursuant to this offering in immediately available funds.

As an owner of a beneficial interest in the global bonds, you will generally not be entitled to
have your bonds registered in your name, will not be entitled to receive certificates in your

name evidencing the bonds and will not be considered the holder of any bonds under the
indenture for the bonds.

Record Dates
The record date with respect to any interest and/or principal payment date will be the third
day prior to that interest and/or principal payment date, whether or not that record date is also
a business day.

https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2
Governing Law
The bonds issued hereunder will be governed by the laws of the State of New York.

Trustee
The Bank of New York Mellon.

S-9
Table of Contents
Luxembourg Paying Agent
The Bank of New York Mellon SA/NV, Luxembourg Branch (formerly The Bank of New
York Mellon (Luxembourg) S.A.).

Listing
We will apply to admit the bonds of each series for listing on the Official List of the
Luxembourg Stock Exchange and for trading on the Euro MTF Market.

S-10
Table of Contents
RISK FACTORS
An investment in the bonds involves a significant degree of risk. Investors are urged to read carefully the entirety of the accompanying prospectus
together with this prospectus supplement and to note, in particular, the following considerations.
Risk Factors Relating to Peru
Peru may experience political, economic or social problems that may interfere with Peru's ability to service its indebtedness.
In the past, Peru has experienced economic and political instability and terrorist insurgency. At present, Peru is a stable democracy having completed
a peaceful transition from the administration of President Ollanta Humala to President Pedro Pablo Kuczynski, who took office in July 2016, in addition to
the prior transition to President Ollanta Humala by President Alan García. President Kuczynski was in office through March 23, 2018, when Congress
accepted his resignation following allegations of corruption related to the Odebrecht corruption scandal. On that same date, Vice President Martín Vizcarra
was sworn in as president to complete the term through 2021. Peru's GDP growth rates, low inflation, and both fiscal and external surpluses reflect, in part,
the strength of Peru's economic fundamentals. However, a deterioration of the global economy or a sharp decrease in commodity prices may adversely
affect Peru's economy. In addition, an economic contraction or weak economic growth in Peru's trading partners may have an adverse effect on Peru.
Despite Peru's ongoing economic growth and stabilization, the social and political tensions and levels of poverty and unemployment continue,
notwithstanding the 38.0% drop in poverty levels between 2004 and 2016. Future government policies to pre-empt or respond to social unrest could
include, among other things, the suspension of the enforcement of creditors' rights and new taxation policies. The government cannot assure you that Peru
will not face political, economic or social problems in the future or that these problems will not interfere with Peru's ability to service its debt.
Furthermore, some of the measures proposed by the administration may generate political and social opposition, which may in turn prevent the
government from adopting such measures as proposed. This creates further uncertainty in the ability of the administration to pass measures that it expects
to implement.
On January 10, 2019, Congress ratified the referendum, previously submitted for public comment in October 2018 and approved by a majority of the
public in December 2018, regarding the approval of a constitutional reform prohibiting re-election of members of Congress to consecutive terms.
Specifically, Congress issued Law No. 30906 which incorporates article 90-A into the Peruvian Constitution of 1993, establishing the prohibition of
reelection to consecutive terms.
On July 31, 2019, President Martín Vizcarra proposed constitutional reforms to permit the acceleration of presidential and congressional elections
from 2021, as scheduled, to 2020. On September 25, 2019, the Constitutional Commission of Congress rejected President Vizcarra's proposal.
On September 30, 2019, then Prime Minister Salvador del Solar requested a vote of confidence (cuestión de confianza) from the Congress to change
the system for appointing judges to the Constitutional Court of Peru. Prior to considering the issue, Congress voted to appoint a judge to the Constitutional
Court by majority approval. President Martín Vizcarra then took executive action to dissolve Congress under Article 134 of the Peruvian Constitution of
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


424B2
1993 and called for new congressional elections, which were held on January 26, 2020. President Vizcarra's decision was based on the premise that
Congress' action to elect the judge constituted a second vote of "no confidence," the first having occurred on September 14, 2017. Congress reacted to its
dissolution by voting in favor of the vote of confidence sought by the Prime Minister and then voting to suspend President Vizcarra for 12 months and
naming Vice President Mercedes Araoz as President to temporarily replace Mr. Vizcarra. Mrs. Araoz resigned one day following her appointment.

S-11
Table of Contents
On October 10, 2019, Mr. Pedro Olaechea, the president of the "Permanent Commission of Congress" (Comisión Permanente del Congreso), filed a
claim before the Constitutional Court seeking the Court to declare President Vizcarra's dissolution of Congress unconstitutional and requested a
preliminary injunction aimed to reinstate the dissolved Congress. On October 29, 2019, the Constitutional Court announced that it agreed to hear Congress'
claim but rejected the request for the preliminary injunction. On November 4, 2019, the Constitutional Court published its written resolution to admit the
claim, clarified that its final decision would only have prospective effect and would not alter the timetable for the congressional elections scheduled for
January 26, 2020.
On January 14, 2020, the Constitutional Court declared without effect the measure presented by the President of the Permanent Commission of
Congress, with four votes in favor and three votes against, confirming that the measure adopted by Martín Vizcarra was constitutional, so that the closing
of Parliament "was not a coup."
In addition, economic and political developments in other emerging countries in Latin America, such as Argentina, Bolivia, Brazil, Ecuador,
Colombia and Venezuela may have an adverse effect on other countries in the region, including Peru.
Public health crises and epidemics/pandemics, such as the novel COVID-19 virus may materially adversely affect Peru's economy.
The Peruvian government is deploying various economic and public health measures to address the pandemic caused by the novel COVID-19 virus,
which we have described in amendments to the Form 18-K filed with the SEC and incorporated herein by reference. These measures are part of an
economic stimulus plan that includes tax incentives among other tools intended to address the immediate impacts of the national state of emergency
invoked by the government to attempt to contain spread of the virus and lessen the strain on the health care system and the impact on the overall economy.
The Ministry of Economy and Finance, the Central Reserve Bank of Peru, the Superintendency of Banks, Insurance and Private Pension Funds
Administrators (Superintendencia de Bancos, Seguros y Administradores Privados de Fondos de Pensiones), as well as other governmental entities have
adopted specific measures to provide economic support to segments of the population, such as vulnerable population and small enterprises, which are most
at risk in this crisis. Moreover, the current COVID-19 pandemic and its potential impact on the global economy may require the Peruvian government to
adopt additional changes in existing regulations or implement more stringent regulations, which may further adversely impact Peru's economy, the prices
of and Peru's ability to make payments on its outstanding securities or other indebtedness.
The COVID-19 pandemic has had a material adverse impact on the Peruvian economy, resulting in lower prices for primary goods, volatility in the
financial markets, reduced international trade and lower activity in certain of the key drivers of the local economy. In addition, social distancing and
stay-at-home quarantine measures imposed to minimize pressure on the healthcare system and contain social costs, are adversely affecting dynamism of
various productive sectors of the economy. Reduced activity in these economic sectors has resulted in reduced employment and less income for families
and companies. COVID-19 has generated a simultaneous shock on supply and demand ­ a supply shock resulting from the abrupt paralysis of production
in multiple sectors and on demand as a result of reduced consumption ­ which amplifies the negative effects on the economy.
Both the primary and secondary sectors of the Peruvian economy have been affected, among the most impacted being: (i) tourism, restaurants and
travel agencies, (ii) transportation, warehousing and messengers and (iii) arts and entertainment, in particular because of the suspension of group activities
and self-isolation/social distancing mandates. As a result, the Peruvian government has implemented a plan to counteract the effects of COVID-19,
targeted at minimizing the adverse impacts on the population and on economic activity.

S-12
Table of Contents
In the short-term, the COVID-19 pandemic is not expected to have political consequences, especially as the political circumstances following the
events of the second half of 2019 and the first quarter of 2020 have resolved much of the recent political turmoil in Peru, with a new Congress sworn in
during the first months of 2020 and the confirmation that general elections will be held in 2021.
In the face of the crisis, Peru has committed to dedicate significant resources to strengthening the public health system. Social support to the neediest
families has been approved to provide a public safety net to soften the brunt of the consequences of the virus on Peru's most vulnerable citizens. Over the
long-term, the Republic cannot assure you that the measures adopted to counteract the effects of the virus will be sufficient to restore public confidence or
https://www.sec.gov/Archives/edgar/data/77694/000119312520110349/d884424d424b2.htm[4/17/2020 1:22:28 PM]


Document Outline