Republic of Peru Announces Settlement of Switch Tender Offer
LIMA, Peru, Dec. 4, 2019 /PRNewswire/ -- The Republic of Peru ("Peru"), in accordance with its previously-announced offer (the "Offer") dated November 21, 2019, to purchase for cash (i) outstanding U.S. Dollar-Denominated Global Bonds (the "Old Global Bonds"), and (ii) sovereign bonds or bonos soberanos (the "Old Bonos Soberanos"), including bonos soberanos in the form of Global Depositary Notes previously issued by Citibank, N.A., as depositary (the "GDNs", together with the Old Bonos Soberanos and Old Global Bonds, collectively, the "Old Bonds") in each case as set forth in the tables below, today announced the settlement of the Offer. As previously announced by Peru, the Offer expired as scheduled at 12:00 p.m. New York City time, on November 21, 2019 for Non-Preferred Tenders and at 4:00 p.m. New York City time, on November 21, 2019 for Preferred Tenders. Capitalized terms used but not defined in this press release have the meanings specified in the offer to purchase dated November 21, 2019.
The Purchase Price to be paid for each U.S.$1,000 or S/1,000, as applicable, principal amount of each series of Old Bonds tendered by holders and accepted pursuant to the Offer was set forth in a previous press release dated November 21, 2019.
For convenience, set forth below are the maturity date, outstanding aggregate principal amount, ISIN, CUSIP, Common Code and NEMONICO, as applicable, for each Old Bond that was subject to the Offer:
Old Bonds |
Maturity Date |
Outstanding November 20, 2019 (1) |
ISIN |
CUSIP |
Common Code |
NEMÓNICO |
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5.200% Bonos Soberanos due 2023 |
09/12/2023 |
S/1,776,910,000 |
PEP01000C4N3 |
144A: 715638BZ4 REG S: 715638CA8 |
199979485 |
SB12SEP23 |
|||||||
5.200% GDNs due 2023 |
09/12/2023 |
- |
144A: US715638BP60 REG S: USP87324BM36 |
144A: 715638BP6 REG S: P87324BM3 |
144A: 080122101 REG S: 080124139 |
||||||||
5.700% Bonos Soberanos due 2024 |
08/12/2024 |
S/11,544,133,000 |
PEP01000C4W4 |
144A: 715638CB6 REG S: 715638CC4 |
199979701 |
SB12AGO24 |
|||||||
5.700% GDNs due 2024 |
08/12/2024 |
- |
I44A: US715638BT82 REG S: USP78024AB57 |
144A: 715638BT8 REG S: P78024AB5 |
144A: 113520477 REG S: 113520485 |
||||||||
7.350% U.S. Dollar-Denominated |
07/21/2025 |
U.S.$1,646,481,000 |
US715638AS19 |
715638AS1 |
022518259 |
||||||||
4.125% U.S. Dollar-Denominated |
08/25/2027 |
U.S.$1,061,614,000 |
US715638BU55 |
715638BU5 |
128039414 |
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(1) These amounts may include Old Bonds held by institutions and companies controlled by the Peruvian Government that have not been |
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(2) Each series of Old Global Bonds is admitted to trading on the Euro MTF Market of the Luxembourg Stock Exchange |
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The table below sets forth the final aggregate principal amount for each series of Old Bonos Soberanos, including in the form of GDNs, tendered and accepted for purchase.
Old Bonds |
Aggregate Principal |
Proration Factor Tenders) |
Aggregate Principal |
Aggregate Principal Amount of Non- |
||||
5.200% Bonos Soberanos |
S/467,537,000 / S/0 |
100% / 100% |
S/467,537,000 |
S/0 |
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5.700% Bonos Soberanos |
S/4,824,513,000 / S/300,000 |
100% / 100% |
S/4,824,513,000 |
S/300,000 |
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(1) Includes the 5.200% GDNs due 2023 issued by Citibank, N.A., as the depositary that were validly tendered and accepted by Peru |
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(2) Includes the 5.700% GDNs due 2024 issued by Citibank, N.A., as the depositary that were validly tendered and accepted by Peru |
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The table below sets forth the final aggregate principal amount for each series of the Old Global Bonds tendered and accepted for purchase.
Old Bonds |
Aggregate Principal |
Proration Factor |
Aggregate Principal |
Aggregate Principal |
||||
7.350% Global Bonds |
U.S.$82,910,000 / |
100% / 100% |
U.S.$82,910,000 |
U.S.$21,955,000 |
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4.125% Global Bonds |
U.S.$11,900,000 / |
100% / 100% |
U.S.$11,900,000 |
U.S.$36,574,000 |
The Information Agent of the Offer is:
Global Bondholder Services Corporation
65 Broadway – Suite 404
New York, NY 10006
United States of America
Attention: Corporate Actions
Banks and Brokers call: +1 (212) 430-3774
Toll free: +1 (866) 470-3800
http://www.gbsc-usa.com/Peru/
The Dealer Managers for the Offer are: |
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BofA Securities, Inc. One Bryant Park New York, New York 10036 |
Citigroup Global Markets Inc. 388 Greenwich Street, 7th Floor New York, New York 10013 |
HSBC Securities (USA) Inc. 452 Fifth Avenue New York, New York 10018 |
J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 |
Attention: Liability Management Collect: (646) 855-8988 Toll-free: (888) 292-0070 |
Attention: Liability Management Toll Free: (800) 558-3745 Collect: (212) 723-6106 |
Attention: Global Liability Toll Free: +1 (888) HSBC-4LM Collect: +1 (212) 525-5552 |
Attention: Latin America –Debt Capital U.S. Toll-Free: (866) 846-2874 U.S. Collect: (212) 834-7279 |
Disclaimer
This announcement shall not constitute an offer to purchase or the solicitation of an offer to sell any of the securities described herein, nor shall there be any offer or sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Offer was not made to holders of Old Bonds in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws required the Offer to be made by a licensed broker or dealer, the Offer was deemed to be made on behalf of Peru by the dealer managers for the Offer or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction
In any EEA Member State this announcement is only addressed to and is only directed at qualified investors within the meaning of Regulation (EU) 2017/1129 (the "Prospectus Regulation").
This announcement 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 "Order")), (ii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Order, (iii) are persons falling within Article 43 of the Order, (iv) are outside the United Kingdom, or (v) 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) may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). This announcement 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.
SOURCE The Republic of Peru
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