The Government Of Bermuda Announces Early Participation Results Of Its Cash Tender Offers For Its 5.603% Senior Notes Due 2020 And 4.138% Senior Notes Due 2023 And An Increase In The Maximum Tender Amount

HAMILTON, Bermuda, Oct. 11, 2016 /PRNewswire/ -- The Government of Bermuda (the "Government") announced today the results as of 5:00 p.m., New York City time, on October 7, 2016 (the "Early Participation Deadline") of its previously announced cash tender offers (the "Tender Offers") for its 5.603% Notes due 2020 (the "Notes due 2020") and its 4.138% Notes due 2023 (the "Notes due 2023" and, together with the Notes due 2020, the "Existing Notes").  The terms and conditions of the Tender Offers are set forth in the offer to purchase, dated September 28, 2016 (the "Offer to Purchase"). The Offer to Purchase, as well as other relevant notices and documents, are available on the Tender Offer Website, http://www.gbsc-usa.com/Bermuda, operated by the Tender and Information Agent.

The tender period (the "Tender Period") commenced on September 28, 2016 and was scheduled to expire at 5:00 p.m., New York City time, on October 18, 2016 unless extended or earlier terminated by the Government in its sole discretion. The settlement of the Tender Offers is expected to occur on October 19, 2016 (the "Settlement Date").

The table below sets forth the aggregate principal amount of each series of Existing Notes validly tendered on or prior to the Early Participation Deadline.

Subject to further adjustments, the Government currently intends to accept for purchase U.S.$276,065,000 of the 5.603% Senior Notes due 2020, representing all tenders of Notes due 2020 received by the Early Participation Deadline. Such an amount, in turn, represents an increase from the originally announced maximum tender amount of U.S.$150,000,000. The Government will not accept any tenders of the 4.138% Senior Notes due 2023. As the aggregate principal amount of validly tendered Notes due 2020 at or prior to the Early Participation Deadline is in excess of the maximum tender amount specified in the Offer to Purchase, the Government will no longer accept tenders of Existing Notes.

Settlement of the Tender Offers is conditioned, among other things, on the closing of an offering of new notes (the "New Notes") by the Government (the "New Notes Offering"), which is intended to be consummated prior to or concurrently with the Tender Offers.

Allocations in the New Notes Offering will be determined by the Government and HSBC Securities (USA) Inc. ("HSBC"), as initial purchaser in the New Notes Offering, in their sole discretion based on a number of different factors, which may include an assessment of an investor's long term interest in owning debt securities of the Government, the size and timing of such investor's indication of interest in purchasing New Notes, and the tenders in the Tender Offers. However, neither the Government nor HSBC is obligated to consider participation in the Tender Offers in making an allocation determination with respect to the New Notes with regard to any particular investor.

The Government reserves the right, in its sole discretion, to not accept any tender for any reason or to extend, re- open, amend or terminate the Tender Offers, in its sole discretion.

Any extension, termination or amendment of the Tender Offers will be followed, as promptly as practicable, by public announcement thereof.  The Government shall communicate such public announcement by issuing a press release in accordance with applicable law and by an announcement on the website of the Luxembourg Stock Exchange (www.bourse.lu) and the website of the Bermuda Stock Exchange (www.bsx.com), which websites are not incorporated herein by reference and on the Offer Website run by the Tender and Information Agent (http://www.gbsc-usa.com/Bermuda).

The Dealer Manager for the Tender Offers is:

HSBC Securities (USA) Inc.

452 Fifth Avenue
New York, New York 10018
United States of America
Attn: Global Liability
Management Group

Collect: 1 212 525 5552
Toll-Free: 1 888 HSBC 4LM

Questions regarding the Tender Offers may be directed to the Dealer Manager at the above contact.

The Tender and Information Agent for the Tender Offers is Global Bondholder Services Corporation, Inc.

65 Broadway, Suite 404
New York, New York 10006
United States

Banks and Brokers call: (212) 430-3774
Toll-Free: (866) 470-4200
Email: [email protected]
By facsimile: (for Eligible Institutions only) (212) 430-3775
Confirmation: (212) 430-3774

Holders of the Existing Notes are urged to read the Offer to Purchase carefully. Any questions or requests for assistance in relation to the Offer to Purchase may be directed to the Dealer Manager at its telephone number set forth above or to the holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Tender Offers. Requests for additional copies of the Offer to Purchase may be directed to the Tender and Information Agent at the address and telephone number set forth above.

This release shall not be construed as an offer to purchase or a solicitation of an offer to purchase any of the Existing Notes or any other securities.

The Tender Offers are not being made 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. None of the Government, the Bank of New York Mellon as trustee for the Existing Notes, the Dealer Manager or the Information and Tender Agent makes any recommendation as to whether or not holders should tender their Existing Notes pursuant to the Tender Offers.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended.  All statements other than statements of historical facts included in this press release are forward-looking statements.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Government, to be materially different from any future results or performance expressed or implied by such forward-looking statements.  These statements are based on certain assumptions and analyses the Government has made in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate in the circumstances.  The Government cautions you that a number of important factors could cause actual results and developments to differ materially from those contained in any forward-looking statement.  The information contained in this press release identifies important factors that could cause such differences.  The Government undertakes no obligation to update any of its forward-looking statements.

SOURCE Government of Bermuda