Obbligazione Banco Internacional Peruano S.A.A. 4% ( USP13435AD71 ) in USD

Banco Internacional Peruano S.A.A.

100 USD ▲

Perù

USP13435AD71 ( in USD )

4% per anno ( pagato 2 volte l'anno)

08/07/2030

Prospetto opuscolo dell'obbligazione Banco Internacional del Peru (Interbank) S.A.A USP13435AD71 en USD 4%, scadenza 08/07/2030

150 000 USD

300 000 000 USD

P13435AD7

BB+ ( Non-investment grade speculative )

N/A

08/07/2026 ( In 95 giorni )

Banco Internacional del Perú (Interbank) S.A.A. è una banca commerciale peruviana che offre una vasta gamma di servizi finanziari a privati e aziende, tra cui conti correnti, prestiti, carte di credito e servizi di investimento.

The Obbligazione issued by Banco Internacional Peruano S.A.A. ( Peru ) , in USD, with the ISIN code USP13435AD71, pays a coupon of 4% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 08/07/2030
The Obbligazione issued by Banco Internacional Peruano S.A.A. ( Peru ) , in USD, with the ISIN code USP13435AD71, was rated BB+ ( Non-investment grade speculative ) by Standard & Poor's ( S&P ) credit rating agency.

OFFERING MEMORANDUM

Banco Internacional del Perú S.A.A.
US$300,000,000
4.000% Subordinated Notes due 2030
We are offering US$300,000,000 aggregate principal amount of our 4.000% subordinated notes due 2030 (the "notes"). The notes will mature on July 8, 2030 unless
previously redeemed with the prior approval of the Peruvian Superintendency of Banks, Insurance and Private Pension Fund Administrators (Superintendencia de Banca,
Seguros y Administradoras de Fondos Privados de Pensiones, or the "SBS") or any other then-applicable Peruvian governmental authority, if then required. The notes will bear
interest from July 8, 2020 or from and including the most recent interest payment date on which we have paid interest on the notes to but excluding the next interest payment
date. From and including July 8, 2020 to but excluding July 8, 2025 (the "Reset Date," which shall not be earlier than the date that is five years from the issue date), the notes
will bear interest at a rate per annum of 4.000%. During the period from and including the Reset Date to but excluding the date of maturity or earlier redemption date, the interest
rate per annum for the notes will be equal to the sum of (i) the Benchmark Rate (as defined herein) on the Reset Date and (ii) 371.1 basis points. We will pay interest on the
notes semi-annually on each January 8 and July 8, commencing on January 8, 2021.
The notes will constitute our direct, unsecured, subordinated obligations and will rank pari passu without preference among themselves. In the event of our
bankruptcy, insolvency, liquidation, dissolution, winding up or equivalent proceeding under the Peruvian Banking Law, the notes will rank: (i) junior in right of payment to all
of our existing and future Senior Obligations; (ii) pari passu in right of payment with all of our existing and future Parity Obligations; and (iii) senior in right of payment to all
of our existing and future Junior Obligations and share capital, each as defined herein.
On the Reset Date, subject to the prior approval of the SBS or any other then-applicable Peruvian Governmental Authority, if then required, we may at our option
redeem the notes, in whole or in part, at a redemption price equal to 100.000% of the aggregate principal amount of the notes to be redeemed, plus any accrued and unpaid
interest on the principal amount of such notes up to, but not including, the date of redemption, plus Additional Amounts (as defined herein), if any.
After the Reset Date, subject to the prior approval of the SBS or any other then-applicable Peruvian governmental authority, if then required, we may at our option
redeem the notes, in whole or in part at a price equal to the greater of the principal amount of the notes being redeemed and the "make-whole" amount set forth in this offering
memorandum, plus in each case any accrued and unpaid interest on the principal amount of such notes, up to, but not including the date of redemption, plus Additional Amounts,
if any. Following the occurrence of certain changes in Peruvian tax laws or regulations or regulatory events under Peruvian laws, with the prior approval of the SBS, or other
then-applicable Peruvian governmental authority, if then required, we may redeem the notes in whole, but not in part, at a redemption price equal to 100.000% of the outstanding
principal amount of the notes, plus any accrued and unpaid interest on the principal amount of the outstanding notes up to, but not including, the date of redemption, plus
Additional Amounts, if any. See "Description of the Notes--Redemption Prior to Maturity".
Investing in the notes involves risks. See "Risk Factors"
beginning on page 28 of this offering memorandum for a discussion of certain risks that you should consider in connection with an
investment in the notes.

Price per note: 100.000% plus accrued interest, if any, from July 8, 2020

The notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), any U.S. state securities laws or the
securities laws of any other jurisdiction. The notes may not be offered or sold within the United States or to, or for the account or benefit of, any U.S. persons unless the offer
or sale would qualify for an exemption from registration under the Securities Act and applicable state securities laws. Accordingly, we are only offering the notes (a) to qualified
institutional buyers ("QIBs") within the meaning of Rule 144A under the Securities Act ("Rule 144A"), in reliance on the exemption from the registration requirements of the
Securities Act provided by Rule 144A, and (b) to non-U.S. persons (within the meaning of Regulation S under the Securities Act ("Regulation S")) outside the United States in
compliance with Regulation S.
The notes and the information contained in this offering memorandum have not been and wil not be registered with or approved by the Peruvian Capital
Markets Superintendency (Superintendencia del Mercado de Valores, or "SMV") or the Lima Stock Exchange (Bolsa de Valores de Lima, or "BVL"). Accordingly, the
notes cannot be offered or sold in the Republic of Peru ("Peru"), except if such offering is considered a private offering under the securities laws and regulations of
Peru. The notes may not be offered or sold in Peru or in any other jurisdiction except in compliance with the securities laws thereof.
Prohibition of Sales to EEA and UK Retail Investors
The notes 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"); or (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the "IDD"), where that customer
would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently no key information document required by Regulation (EU)
No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the notes or otherwise making them available to retail investors in the EEA or the UK has
been prepared and therefore offering or selling the notes 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 (as amended) or have been implemented in UK domestic law, as appropriate.
There is currently no public market for the notes. Application has been made to list the notes on the Official List of the Luxembourg Stock Exchange and admit
them for trading on the Euro MTF Market. This offering memorandum constitutes a prospectus for purposes of Part IV of the Luxembourg law on prospectuses for securities
dated July 16, 2019. The notes have been delivered in book-entry form only through the facilities of The Depository Trust Company ("DTC") for the accounts of its direct and
indirect participants, including Euroclear Bank S.A./N.V., as operator of the Euroclear System ("Euroclear"), and Clearstream Banking, société anonyme ("Clearstream"), on
or about July 8, 2020.

Joint Book-Running Managers

BofA Securities
J.P. Morgan

The date of this offering memorandum is July 8, 2020.

TABLE OF CONTENTS
Page
PRESENTATION OF FINANCIAL AND OTHER INFORMATION ....................................................................... iv
FORWARD-LOOKING STATEMENTS ..................................................................................................................viii
ENFORCEMENT OF CIVIL LIABILITIES AND SERVICE OF PROCESS ............................................................. x
SUMMARY .................................................................................................................................................................. 1
THE OFFERING ......................................................................................................................................................... 18
SUMMARY FINANCIAL AND OPERATING INFORMATION ............................................................................ 23
RISK FACTORS ......................................................................................................................................................... 28
EXCHANGE RATES .................................................................................................................................................. 47
USE OF PROCEEDS .................................................................................................................................................. 48
CAPITALIZATION .................................................................................................................................................... 49
SELECTED FINANCIAL INFORMATION .............................................................................................................. 51
SELECTED STATISTICAL INFORMATION .......................................................................................................... 56
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS .............................................................................................................................................. 68
BUSINESS ................................................................................................................................................................ 111
REGULATION AND SUPERVISION ..................................................................................................................... 156
MANAGEMENT ...................................................................................................................................................... 170
RELATED PARTY TRANSACTIONS .................................................................................................................... 175
DESCRIPTION OF THE NOTES ............................................................................................................................. 178
TAXATION .............................................................................................................................................................. 196
PLAN OF DISTRIBUTION ...................................................................................................................................... 201
TRANSFER RESTRICTIONS .................................................................................................................................. 207
LEGAL MATTERS .................................................................................................................................................. 210
INDEPENDENT AUDITORS .................................................................................................................................. 211
LISTING AND GENERAL INFORMATION .......................................................................................................... 212
INDEX TO FINANCIAL STATEMENTS ............................................................................................................... F-1
ANNEX A PRINCIPAL DIFFERENCES BETWEEN PERUVIAN GAAP AND IFRS ...................................... A-1
You should assume that the information appearing in this offering memorandum is accurate as of the date on
the front cover of this offering memorandum only. Our business, properties, financial condition and results of
operations may have changed since that date. Neither the delivery of this offering memorandum nor any sale of notes
made hereunder shall under any circumstances imply that the information herein is correct as of any date subsequent
to the date on the cover of this offering memorandum.
We have prepared this offering memorandum for use solely in connection with the proposed offering of the
notes described in this offering memorandum. This offering memorandum is personal to each offeree and does not
constitute an offer to any other person other than the prospective purchaser to whom it has been delivered or the public
generally to subscribe for or otherwise acquire notes.
The initial purchasers make no representation or warranty, expressed or implied, as to the accuracy or
completeness of the information contained in this offering memorandum. Nothing contained in this offering
memorandum is, or shall be relied upon as, a promise or representation by the initial purchasers as to the past or future.
This offering memorandum does not purport to summarize all of the terms, conditions, covenants and other
provisions relating to the terms of the notes that are contained in the indenture being entered into in connection with
the issuance of the notes and other transaction documents described herein. We refer you to those sources for a more
complete understanding of what we discuss in this offering memorandum. Certain of the market information in this
offering memorandum has been obtained by us from publicly available sources deemed by us to be reliable. We accept
responsibility only for correctly extracting and reproducing such information.
Neither we nor the initial purchasers are making an offer to sell, or a solicitation of an offer to buy, the notes
in any jurisdiction except where such an offer or sale is permitted. You must comply with all applicable laws and

i

regulations in force in any jurisdiction in which you purchase, offer or sell the notes or possess or distribute this
offering memorandum and you must obtain any consent, approval or permission required by you for the purchase,
offer or sale of the notes under the laws and regulations applicable to you in force in any jurisdiction to which you are
subject or in which you make such purchases, offers or sales. Neither we nor the initial purchasers are responsible for
your compliance with those legal requirements.
By accepting this offering memorandum you acknowledge that:

you have been afforded an opportunity to request from us, and to review, all additional information
considered by you to be necessary to verify the accuracy of, or to supplement, the information
contained in this offering memorandum;

you have not relied on the initial purchasers or any person affiliated with the initial purchasers in
connection with your investigation of the accuracy of such information or your investment decision;
and

no person has been authorized to give any information or to make any representation concerning us
or the notes other than those as set forth in this offering memorandum. If given or made, any such
other information or representation should not be relied upon as having been authorized by us, the
initial purchasers or their agents.
We are relying upon an exemption from registration under the Securities Act for an offer and sale of securities
which do not involve a public offering. By purchasing the notes, you will be deemed to have made certain
acknowledgments, representations and agreements as set forth under "Transfer Restrictions" in this offering
memorandum. The notes are subject to restrictions on transfer and resale and may not be transferred or resold except
as permitted under the Securities Act, applicable state securities laws and applicable Peruvian law. As a prospective
purchaser, you should be aware that you may be required to bear the financial risks of this investment for an indefinite
period of time. See "Plan of Distribution" and "Transfer Restrictions".
In making an investment decision, prospective investors must rely on their own examination of us and the
terms of the offering, including the merits and risks involved. None of us, the initial purchasers or any of our
representatives are making any representation to you regarding the legality of an investment by you under applicable
legal investment or similar laws. We are not providing you with any legal, business, tax or other advice in this offering
memorandum, and prospective investors should not construe anything in this offering memorandum as legal, business
or tax advice. Each prospective investor should consult its own advisors as needed to make its investment decision
and to determine whether it is legally permitted to purchase the notes under applicable legal investment or similar
laws or regulations.
None of the U.S. Securities and Exchange Commission (the "SEC"), any securities commission of any state
in the United States, Peru or other regulatory authority has approved or disapproved of the notes or determined if this
offering memorandum is truthful or complete. Furthermore, these authorities have not confirmed the accuracy or
determined the adequacy of this offering memorandum. Any representation to the contrary is a criminal offense.
Application has been made to list the notes on the Official List of the Luxembourg Stock Exchange and admit
them for trading on the Euro MTF Market. We cannot assure you that such application will be granted as of the
settlement date of the notes or at any time thereafter, and settlement of the notes is not conditioned on obtaining this
listing.

ii

NOTICE TO RESIDENTS OF PERU
THE NOTES AND THE INFORMATION CONTAINED IN THIS OFFERING MEMORANDUM HAVE NOT
BEEN AND WILL NOT BE REGISTERED WITH OR APPROVED BY THE SMV OR THE BVL. ACCORDINGLY,
THIS OFFERING WILL NOT BE SUBJECT TO A PUBLIC OFFERING IN PERU.
PERUVIAN SECURITIES LAWS AND REGULATIONS ON PUBLIC OFFERINGS WILL NOT BE
APPLICABLE TO THE OFFERING OF THE NOTES AND THEREFORE, THE DISCLOSURE OBLIGATIONS SET
FORTH THEREIN WILL NOT BE APPLICABLE TO THE ISSUER OR THE SELLERS OF THE NOTES BEFORE
OR AFTER THEIR ACQUISITION BY PROSPECTIVE INVESTORS. THIS OFFERING MEMORANDUM AND
OTHER OFFERING MATERIALS RELATING TO THE OFFER OF THE NOTES ARE BEING SUPPLIED TO THOSE
PERUVIAN INVESTORS WHO HAVE EXPRESSLY REQUESTED THEM. SUCH MATERIALS MAY NOT BE
DISTRIBUTED TO ANY PERSON OR ENTITY OTHER THAN THE INTENDED RECIPIENTS. ACCORDINGLY,
THE NOTES CANNOT BE OFFERED OR SOLD IN PERU, EXCEPT IF (I) SUCH NOTES WERE PREVIOUSLY
REGISTERED WITH THE SMV, OR (II) SUCH OFFERING IS CONSIDERED A PRIVATE OFFERING UNDER THE
PERUVIAN SECURITIES LAWS AND REGULATIONS. THE PERUVIAN SECURITIES LAWS ESTABLISH,
AMONG OTHER THINGS, THAT AN OFFER DIRECTED EXCLUSIVELY TO INSTITUTIONAL INVESTORS (AS
DEFINED BY PERUVIAN LAW) QUALIFIES AS A PRIVATE OFFERING. IN MAKING AN INVESTMENT
DECISION, INSTITUTIONAL INVESTORS (AS DEFINED BY PERUVIAN LAW) MUST RELY ON THEIR OWN
EXAMINATION OF THE TERMS OF THE OFFERING OF THE NOTES TO DETERMINE THEIR ABILITY TO
INVEST IN THE NOTES.
NO OFFER OR INVITATION TO SUBSCRIBE FOR OR SELL THE NOTES OR BENEFICIAL INTERESTS
THEREIN CAN BE MADE IN THE REPUBLIC OF PERU EXCEPT IN COMPLIANCE WITH THE PERUVIAN
SECURITIES LAWS AND REGULATIONS.

AVAILABLE INFORMATION
We are a Peruvian bank in the form of a sociedad anónima abierta (open-stock corporation) organized under
the laws of Peru. Our common shares are registered with the Registro Público del Mercado de Valores (Public Registry
of Capital Markets) of the SMV and are listed on the BVL. Accordingly, we are currently required to file quarterly
and annual reports and hechos de importancia (notices of material events) in Spanish to the SMV and the BVL. All
such reports and notices are available at www.smv.gob.pe and www.bvl.com.pe. These reports and notices are not
incorporated by reference in, and do not constitute a part of, this offering memorandum.
To permit compliance with Rule 144A in connection with resales of the notes, for as long as the notes are
"restricted securities" within the meaning of Rule 144(a)(3) under the Securities Act, we have agreed to furnish, upon
request of a holder or beneficial owner of such notes, or a prospective purchaser of such notes designated by such
holder or beneficial owner upon the request of such holder, beneficial owner or prospective purchaser, the information
required to be delivered under Rule 144A(d)(4) if at the time of such request we are neither a reporting company under
Section 13 or Section 15(d) of the U.S. Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor
exempt from reporting pursuant to Rule 12g3-2(b) thereunder.
Holders of the notes may obtain a copy of the indenture that governs the notes by requesting it in writing at
the address below:
Banco Internacional del Perú S.A.A.
Av. Carlos Villarán 140, Santa Catalina
La Victoria, Lima 13, Peru
Telephone: +(511) 219 2000
Attn.: General Counsel
In addition, for so long as the notes are listed on the Official List of the Luxembourg Stock Exchange and admitted
for trading on the Euro MTF Market, you may also obtain a copy of the indenture at the office of the listing agent in
Luxembourg set forth on the inside back cover of this offering memorandum.

iii

PRESENTATION OF FINANCIAL AND OTHER INFORMATION
General
In this offering memorandum, except where indicated or the context otherwise requires, the terms
"Interbank", "the bank", "we", "us", "our", and "ours" and similar expressions refer to Banco Internacional del Perú
S.A.A., a Peruvian bank in the form of a sociedad anónima abierta (open-stock corporation) incorporated in Peru, and
its subsidiaries.
We prepare our financial statements in soles, the legal currency in Peru, and in conformity with accounting
standards prescribed by the SBS. In the absence of rules promulgated by the SBS, accounting standards from
International Financial Reporting Standards (hereinafter, "IFRS"), as approved by the Peruvian Consejo Normativo
de Contabilidad (Accounting Standards Board, or "CNC"), apply. See Annex A for a description of principal
differences between Peruvian GAAP and IFRS as they relate to us.
Our audited financial statements included in this offering memorandum present our financial position as of
December 31, 2019 and 2018 and our results of operations for each of the three years ended December 31, 2019, 2018
and 2017. Our unaudited interim condensed financial statements included in this offering memorandum present our
financial position as of March 31, 2020 and our results of operations for the three months ended March 31, 2020 and
2019.
We do not present consolidated financial statements nor is any financial information in this offering
memorandum presented on a consolidated basis because the effect of consolidation is not significant to the revenue,
expense, asset and liability accounts presented in the financial statements. Our investment in subsidiaries as of March
31, 2020 and March 31, 2019 and December 31, 2019, 2018 and 2017 has been recorded under the equity method of
accounting. On December 18, 2018, the Bank's Board of Directors approved the sale of 100 percent of the capital
stock of Interfondos S.A., Sociedad Administradora de Fondos ("Interfondos"), which consists of 39,430,595 shares,
to Inteligo Perú Holding S.A.C., an affiliate subsidiary of Inteligo Group Corp. The transaction was performed through
an agreement between the parties dated as of January 8, 2019. As of March 31, 2020, there were no changes in the
composition and ownership of the Bank's investments in subsidiaries and associates, as compared to the information
presented in the 2019 annual financial statements.
Our parent company, Intercorp Financial Services ("IFS") is a public company in Peru and in the United
States, and it reports under IFRS.
Exchange Rate Information
The term "sol" and the symbol "S/" refer to the legal currency of Peru and the term "U.S. dollar" and the
symbol "US$" refer to the legal currency of the United States.
We have translated some of the soles amounts contained in this offering memorandum into U.S. dollars for
convenience purposes only. Because the March 31, 2020 figures and the December 31, 2019 figures have been
converted into U.S. dollars at different rates, comparisons should not be made between such numbers as they reflect
changes in exchange rates in addition to changes in the underlying numbers.
Unless the context otherwise requires, the rate used to translate soles amounts to U.S. dollars (i) as of March
31, 2020 was S/3.442 to US$1.00, which was the exchange rate reported on March 31, 2020 by the SBS, and (ii) as
of December 31, 2019 was S/3.317 to US$1.00, which was the exchange rate reported on December 31, 2019 by the
SBS. The Federal Reserve Bank of New York does not report a noon buying rate for soles. The U.S. dollar equivalent
information presented in this offering memorandum is provided solely for the convenience of investors and should
not be construed as implying that the soles amounts represent, or could have been or could be converted into, U.S.
dollars at such rates or at any other rate. See "Exchange Rates" for information regarding historical exchange rates of
soles to U.S. dollars.

iv

Effect of Rounding
Certain figures included in this offering memorandum and in our financial statements have been rounded for
ease of presentation. Percentage figures included in this offering memorandum have not in all cases been calculated
on the basis of such rounded figures but on the basis of such amounts prior to rounding. For this reason, percentage
amounts in this offering memorandum may vary from those obtained by performing the same calculations using the
figures in our financial statements. Certain numerical figures shown as totals in some tables may not be an arithmetic
aggregation of the figures that preceded them due to rounding.
Industry and Market Data
In this offering memorandum, unless otherwise indicated, all macroeconomic data relating to Peru is based
on information published by the SBS, the Banco Central de Reserva del Perú (the "Central Reserve Bank of Peru" or
"BCRP"), the Peruvian Ministry of the Economy and Finance (Ministerio de Economía y Finanzas, or "MEF"), and
the Peruvian National Institute of Statistics and Information Processing (Instituto Nacional de Estadística e
Informática, or "INEI"). References in this offering memorandum to "GDP" refer to real gross domestic product,
except for GDP per capita and penetration ratios of loan products.
References in this offering memorandum to "peer countries" in Latin America refer to Brazil, Chile,
Colombia and Mexico. References in this offering memorandum to the "four largest banks in Peru" or the "four largest
Peruvian banks" refer to Banco de Crédito del Perú ("BCP"), Banco BBVA Perú, Banco Internacional del Perú S.A.A.,
and Scotiabank Perú S.A.A.
Unless otherwise indicated, statistical information in this offering memorandum relating to market share,
ranking, and other measures, as well as information on other Peruvian financial institutions and the Peruvian financial
system generally, has been derived from reports and information published by the SBS, the SMV, the Central Reserve
Bank of Peru, the Federation of Latin American Banks (Federación Latinoamericana de Bancos, or "FELABAN"),
the Association of Peruvian Banks (Asociación de Bancos del Perú, or "ASBANC") or from other publicly available
sources and industry publications.
Socioeconomic levels are determined based on the data collected by INEI in their national annual survey
Encuesta Nacional de Hogares (ENAHO). INEI assigns a score to each household based on their ranking on the
following four factors: (i) characteristics of the household living space, (ii) level of living space overcrowding, (iii)
level of education of household head and (iv) ownership of durable goods/properties; and then groups them in five
socioeconomic segments (A, B, C, D, E).
Other market share information and other statistical information and quantitative statements in this offering
memorandum regarding our market position relative to our competitors, except where otherwise indicated, is not based
on published statistical data or information obtained from independent third parties. Rather, such information and
statements reflect management estimates based upon our internal records and surveys, statistics published by providers
of industry data, information published by our competitors, and information published by trade and business
organizations and associations and other sources within the industry in which we operate. We have not independently
verified any data produced by third parties or industry or general publications, although we believe such data and
publications are reliable. In addition, while we believe our internal data and surveys to be reliable, such data and
surveys have not been verified by any independent sources.
Loan Portfolio Data
Unless otherwise indicated, references in this offering memorandum to performing loans refer to loans in
compliance with their original contractual obligations. References to past-due loans refer to overdue loans defined as
follows: Commercial loans are considered past-due once amortization payments are 15 days overdue. Loans to micro-
businesses are considered past-due once amortization payments are 30 days overdue. In the case of consumer,
mortgage and leasing loans, the amortization portion of a coupon is considered past-due once 30 days overdue and the
total amount of the loan is considered past-due once an amortization payment is 90 days overdue. Past-due loans do
not include refinanced and restructured loans. References to total gross loans include total loans outstanding, including
past-due loans, refinanced loans, and restructured loans, and references to total net loans are to gross loans plus accrued
interest less allowances for loan losses and deferred interest.

v

The refinanced loans are direct loans in which modifications are made in the time and/or amounts of the
original contract due to difficulties in the payment capacity of the client. When a loan is refinanced, it is no longer
considered as past due but it maintains its previous classification as impaired or not impaired. If the debtor complies
with the new agreement during the following six months, and an analysis of its payment capacity supports a new
improved risk classification, it is classified as not impaired. If subsequently to the loan modification, the debtor fails
to comply with the new agreement, it is considered as impaired and past due loan.
According to Oficio Múltiple N° 11150-2020-SBS, effective March 16, 2020, the SBS allows Peruvian
financial institutions to modify contractual loan obligations, including rescheduling of maturities, without
characterizing such modifications as restructured loans, provided that the term of any loan is not extended for more
than six months from the original term and the related debtors were in compliance with their payment obligations
thereunder at the time the Peruvian government declared the national state of emergency on March 15, 2020, through
Supreme Decree 044-2020-PCM. Such amendments may be made during the time that the national state of emergency
is in effect.
In addition, pursuant to Oficio Multiple N° 13805-2020-SBS, effective May 29, 2020, the SBS further
specified Oficio Múltiple N° 11150-2020-SBS to provide that in the case of retail loans and loans granted to mid-sized
corporations, Peruvian financial institutions may amend the terms and conditions of such loans until June 30, 2020,
without characterizing such modifications as restructured loans, provided that the term of any loan is not extended for
more than twelve months from the original term and the loan was not overdue for more than fifteen days as of February
29, 2020, and the related debtors were in compliance with their payment obligations thereunder at the time the
Peruvian government declared the national state of emergency on March 15, 2020, through Supreme Decree 044-
2020-PCM. However, commencing on May 29, 2020, such amendments will not be characterized as restructured loans
if the loans are not overdue for more than thirty days at the time of the amendments as long as all other requirements
are met. See "Management's Discussion and Analysis of Financial Condition and Results of Operations--Critical
Accounting Policies".
Certain Financial Definitions and Conventions
This offering memorandum discloses return on average assets ("ROA"), and return on average equity
("ROE"), net interest margin or "NIM", "NIM after provisions", cost of risk and efficiency ratio which are not
reviewed by the independent auditor. We define our ROA as net income for the period divided by average total assets
and our ROE as net income for the period divided by average shareholders' equity, in both cases, computed as the
simple average of quarterly balances from December 31 of the previous year to the date of calculation. NIM is defined
as (x) gross financial margin divided by (y) average interest earning assets; NIM after provisions as gross financial
margin after impairment loss on loans, net of recoveries; cost of risk is defined as impairment loss on loans, net of
recoveries divided by average gross loans; and efficiency ratio is calculated by dividing (x) administrative expenses
plus depreciation and amortization by (y) operating revenue. Operating revenue is the aggregate of gross financial
margin plus fee income from financial services, net and gain on financial transactions.
Our management uses these measures as indicators of our operating results and financial condition; however,
you should not consider them in isolation, as an alternative to net income, as an indicator of our operating performance
or as a substitute for analysis of our results as reported under Peruvian GAAP. Our management believes that, for
comparison purposes with other companies, ROA and ROE can be useful as objective and comparable measures of
operating profitability.
We present ROA and ROE as of March 31, 2020 and March 31, 2019 on an annualized basis. ROA as of
March 31, 2020 and March 31, 2019 is calculated as net income for the three months ended March 31 of each
respective year multiplied by four and divided by average total assets. ROE as of March 31, 2020 and March 31, 2019
is calculated as net income for the three months ended March 31 of each respective year multiplied by four and divided
by average shareholders' equity.
We also present average balances and nominal average interest rates in this offering memorandum. Except
as otherwise indicated, average balances are based on quarterly balances. Nominal average interest rates have been
calculated by dividing interest earned on assets or paid on liabilities by the corresponding average balances on such
assets or liabilities. We also present annualized figures which are derived from recalculations of partial year figures
to reflect a full year.

vi

Non-GAAP Financial Measures
In this offering memorandum, we present adjusted NIM, adjusted NIM after provisions, adjusted cost of risk
and adjusted efficiency ratio, which are non-GAAP financial measures. A non-IFRS financial measure does not have
a standardized meaning prescribed by IFRS. A non-GAAP financial measure is generally defined as a numerical
measure of an issuer's historical or future financial performance, financial position or cash flows that: (i) excludes
amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly
comparable measure calculated and presented in the statement of income, balance sheet or statement of cash flows (or
equivalent statements) of the issuer; or (ii) includes amounts, or is subject to adjustments that have the effect of
including amounts, that are excluded from the most directly comparable measure so calculated and presented.
Adjusted NIM is defined as (x) gross financial margin divided by (y) average interest earning assets excluding
financial expense of S/42.3 million before taxes from the non-recurring impact from a liability management
transaction in 2019. Adjusted NIM after provisions is defined as gross financial margin after provisions for loan losses,
net of reversals, excludes (i) financial expense of S/42.3 million before taxes from the execution of a liability
management transaction in 2019 and (ii) provisions to cover potential risks related to the exposure to the construction
sector, net of a release of these provisions for S/70.0 million as of December 31, 2018 (S/100.0 million constituted in
January 2018). As of December 31, 2019 and the three months ended March 31, 2020 and 2019, the release of such
provision amounted to S/15.4 million, S/0.0 million and S/10.0 million, respectively. Adjusted cost of risk is defined
as impairment loss on loans, net of recoveries divided by average gross loans, excluding the voluntary provisions
mentioned in (ii) above. Adjusted efficiency ratio is calculated by dividing (x) administrative expenses plus
depreciation and amortization by (y) operating revenue, excluding (i) the gain on sale of securities for S/128.6 million
in January 2018, (ii) the gain on sale of Interfondos to Inteligo for S/52.6 million in January 2019 (iii) the gain on sale
of IFS shares on the New York Stock Exchange (the "NYSE") for S/121.3 million in July 2019 and (iii) the non-
recurring impact from a liability management transaction for S/42.3 million in the last quarter of 2019.
There may be limits in the usefulness of these measures to investors. As a result, we encourage readers to
consider the consolidated financial statements and other financial information contained in this offering memorandum
in their entirety, and not to rely on any single financial measure.

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FORWARD-LOOKING STATEMENTS
This offering memorandum includes forward-looking statements. All statements other than statements of
historical fact included in this offering memorandum regarding our business, financial condition, results of operations
and certain of our plans, objectives, assumptions, projections, expectations or beliefs and statements regarding other
future events or prospects are forward-looking statements. These statements include, without limitation, those
concerning: our strategy and our ability to achieve it; expectations regarding sales, profitability and growth; our
possible or assumed future results of operations; capital expenditures and investment plans; adequacy of capital; and
financing plans. In addition, this offering memorandum includes forward-looking statements relating to our potential
exposure to various types of market risks, such as macroeconomic risk, Peru specific risks, foreign exchange rate risk,
interest rate risks and other risks related to our financial performance. The words "aim", "may", "will", "expect", "is
expected to", "anticipate", "believe", "future", "continue", "help", "estimate", "plan", "schedule", "intend", "should",
"would be", "seeks", "estimates", "shall", or the negative or other variations thereof, as well as other similar
expressions regarding matters that are not historical facts, are or may indicate forward-looking statements.
We have based these forward-looking statements on our management's current views with respect to future
events and financial performance. These views reflect the best judgment of our management but involve a number of
risks and uncertainties which could cause actual results to differ materially from those predicted in our forward-
looking statements and from past results, performance or achievements. Although we believe that the estimates
reflected in the forward-looking statements are reasonable, such estimates may prove to be incorrect. By their nature,
forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances
that will occur in the future. There are a number of factors that could cause actual results and developments to differ
materially from those expressed or implied by these forward-looking statements. These factors include, among other
things:

economic, business and political developments in Peru and globally;

health epidemics and pandemics (including the current novel coronavirus ("COVID-19") pandemic)
and other outbreaks, government measures to contain the spread of these pandemics or outbreaks,
their effects on the economy of Peru, and their impact on global and regional economic growth
prospects, creditworthiness, counter-party risk, as well as any logistical, operational or labor
disruptions, among others;

changes in Peruvian and foreign laws and regulations, including the adoption of new capital
requirements for banks;

increased competition in the Peruvian financial services;

increased inflation;

exchange rate instability and government measures to control foreign exchange rates;

developments affecting the purchasing power of middle income consumers or consumer spending
generally;

changes in interest rates;

downturns in the capital markets and changes in capital markets in general that affect policies or
attitudes towards lending to Peru or Peruvian companies or securities issued by Peruvian companies;

our ability to keep up with technological changes;

the inability to obtain the capital we need for further expansion of our businesses;

the inability to attract and retain key personnel;

any future acquisitions may not bring anticipated benefits;

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changes in tax laws;

severe weather, adverse climate changes and natural disasters;

changes in regional or global markets;

dependence on sovereign debt in our investment portfolios;

credit and other risks of lending, such as increases in defaults of borrowers;

increased costs of funding or our inability to obtain additional debt or equity financing on attractive
terms or at all;

a deterioration in the quality of our assets;

allowances for impairment losses may be inadequate;

changes to accounting standards;

decreases in the spread between investment yields and implied interest rates in annuities;

dependence on information technology ("IT") systems and cybersecurity risks; and

other risks and uncertainties described in "Risk Factors".
We urge you to read the sections of this offering memorandum entitled "Risk Factors", "Management's
Discussion and Analysis of Financial Condition and Results of Operations", and "Business" for a more complete
discussion of the factors that could affect our future performance and the industries in which we operate. Additionally,
new risks and uncertainties can emerge from time to time, and it is not possible for us to predict all future risks and
uncertainties, nor can we assess their potential impact. In particular, the COVID-19 pandemic, and governments'
extraordinary measures to limit the spread of the virus, are disrupting the global economy and adversely affecting the
Peruvian economy and our business, results of operation and cash flows and, as conditions are recent, uncertain and
changing rapidly, it is difficult to predict the full impact of the pandemic on our results and financial condition.
Accordingly, you should not place undue reliance on forward-looking statements as a prediction of actual results.
All forward-looking statements included in this offering memorandum are based on information available to
us on the date of this offering memorandum. We undertake no obligation to update publicly or revise any forward-
looking statement, whether as a result of new information, future events or otherwise, except as may be required by
applicable law. All other written and oral forward-looking statements attributable to us or persons acting on our behalf
are expressly qualified in their entirety by the cautionary statements contained throughout this offering memorandum.

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