TIDM80LW
RNS Number : 1137R
Uruguay (Republic of)
25 June 2020
FOR IMMEDIATE RELEASE
Thursday, June 25, 2020
MONTEVIDEO, URUGUAY --
The Republic of Uruguay ("Uruguay") previously announced an
offer to purchase for cash (the "Tender Offer") its bonds of each
series of Global Bonds listed in the table below (collectively, the
"Old Bonds" and each Old Bond, a "series" of Old Bonds), subject to
the terms and conditions contained in the Offer to Purchase, dated
Wednesday, June 24 , 2020 (the "Offer to Purchase"). Uruguay has
instructed HSBC Securities (USA) Inc. (in such capacity, the
"Billing and Delivering Bank"), to accept subject to proration and
other terms and conditions contained in the Offer to Purchase,
valid preferred tenders and non-preferred tenders in aggregate
principal amounts of Old Bonds as set forth below.
The Tender Offer expired, as scheduled, on Wednesday, June 24 ,
2020, at 12:00 noon New York time for non-preferred tenders and at
2:00p.m. New York time for preferred tenders.
The maximum purchase amount is (i) Ps.2,220,459,000 principal
amount for the 2027 UI Bonds (as defined below), (ii)
Ps.6,976,291,729 principal amount for the 2028 UI Bonds (as defined
below) and (iii) Ps.0 principal amount for the 2030 UI Bonds (as
defined below).
The aggregate principal amount of preferred and non-preferred
tenders of Old Bonds and the aggregate principal amount of
preferred and non-preferred tenders of such Old Bonds that have
been accepted are shown in the table below. Appropriate adjustments
will be made so that purchases are made in the minimum
denominations set forth in the Offer to Purchase.
Aggregate Aggregate Principal Aggregate
Aggregate Principal Principal Amount Amount of Principal Amount
Amount of Preferred of Preferred Non-Preferred of Non-Preferred
Old Bonds Tenders Tenders Accepted Tenders Tenders Accepted
-------------------------------- -------------------- ------------------- -------------------- -------------------
4.250% Global UI Bonds due 2027 Ps.2,220,459,000 Ps.2,220,459,000 Ps.0 Ps.0
("2027 UI Bonds")
4.375% Global Bonds due 2028 Ps.14,590,675,000 Ps.6,976,291,729 Ps.892,470,000 Ps.0
("2028 UI Bonds")
4.000% Global Bonds due 2030 Ps.5,176,470,000 Ps.0 Ps.0 Ps.0
("2030 UI Bonds")
In accordance with the Offer to Purchase, the purchase price to
be paid for each Ps.1,000 principal amount of each series of Old
Notes accepted pursuant to the Tender Offer will be the fixed price
specified in the table below (the "Purchase Price").
Outstanding Nominal Nominal Purchase Price
Principal Amount as of (per Ps. 1,000 Nominal
Old Bonds Tuesday, June 23, 2020 ISIN CUSIP/FIGI Common Code Principal Amount)(1)
------------------------ ----------------------- ------------- ------------- ------------ -----------------------
4.250 % Global UI Bonds Ps. 12,135,000,000 US760942AU61 760942AU6 029507929 Ps. 1,040.00
due 20 27 ("2027 UI
Bonds")(2)
4.375% Global UI Bonds Ps. 39,794,954,228 US917288BD36 917288BD3 071903796 Ps. 1,056.23
due 2028 ("2028 UI
Bonds") (3)
4.000 % Global UI Bonds Ps. 14,650,498,361 USP80557AD64 BBG0000D6QK4 037546534 Ps. 1,033.00
due 20 30 ("2030 UI
Bonds")(4)
------------------------ ----------------------- ------------- ------------- ------------ -----------------------
(1) The nominal principal amount of Old Bonds validly tendered
and accepted will be adjusted by a factor (the "Adjustment UI
Factor") to reflect the increase of the UI Index from the issuance
date of the Old Bonds to the Settlement Date, which is expected to
be Wednesday, July 1, 2020. As of the expected Settlement Date, (i)
the Adjustment UI Factor for the 2027 UI Bonds would be
2.84068044631425, which is the ratio of 4.6590, the value of the UI
index at the Settlement Date, over 1.6401, the value of the UI
index at the time of the issuance of the 2027 UI Bonds, (ii) the
Adjustment UI Factor for the 2028 UI Bonds would be
2.01505125210847, which is the ratio of 4.6590, the value of the UI
index at the Settlement Date, over 2.3121, the value of the UI
index at the time of the issuance of the 2028 UI Bonds, and (iii)
the Adjustment UI Factor for the 2030 UI Bonds would be
2.56934870126289, which is the ratio of 4.6590, the value of the UI
index at the Settlement Date, over 1.8133, the value of the UI
index at the time of the issuance of the 2030 UI Bonds. The
Purchase Price of the Old Bonds shall be converted into U.S.
dollars at an exchange rate of Ps. 42.816 to US$1.00, which
represents the average, interbank exchange rate for the conversion
of Uruguayan pesos into U.S. dollars as published by Banco Central
and which is available on Bloomberg by typing "USDUYU CBUY
<CRNCY> HP <GO>" as the bid-side rate for the period of
twenty business days ending one business day prior to the date of
the Offer Document.
(2) The principal amount of the 2027 UI Bonds outstanding, as
adjusted by the Adjustment UI Factor is Ps. 34,425,783,794 as of
the date hereof.
(3) The principal amount of the 2028 UI Bonds outstanding, as
adjusted by the Adjustment UI Factor is Ps. 80,082,160,388 as of
the date hereof.
(4) The principal amount of the 2030 UI Bonds outstanding, as
adjusted by the Adjustment UI Factor is Ps. 37,592,146,238 as of
the date hereof.
Holders of Old Bonds held through the Depository Trust Company
("DTC") that have been validly tendered and accepted pursuant to
the Tender Offer must deliver their accepted Old Bonds to the
relevant Dealer Manager (as defined below) no later than 3:00 p.m.,
New York time, on the Settlement Date. Holders of Old Bonds held
through Euroclear Bank SA/NV ("Euroclear") or Clearstream Banking,
société anonyme ("Clearstream") that have been validly tendered and
accepted pursuant to the Tender Offer must deliver their Old Bonds
to the Billing and Delivering Bank, at the latest, using the
overnight process, one day prior to the Settlement Date and must
not use the optional daylight process. The Settlement Date is
expected to occur on Wednesday, July 1, 2020 subject to the terms
and conditions set forth in the Offer to Purchase.
Failure to deliver Old Bonds on time may result (i) in the
cancellation of your tender and in you becoming liable for any
damages resulting from that failure, (ii) in the case of preferred
tenders (a) in the cancellation of any allocation of Uruguay's
issuance of its new Peso-denominated Global UI Bonds (the "New
Bonds") in the New Bonds Offering (as defined below) in respect of
your related indication of interest and/or (b) in the cancellation
of your tender and in your remaining obligated to purchase your
allocation of New Bonds in respect of your related indication of
interest and/or (iii) in the delivery of a buy-in notice for the
purchase of such Old Bonds, executed in accordance with customary
brokerage practices for corporate fixed income securities. Any
holder whose tender is cancelled will not receive the purchase
price or accrued interest.
All Old Bonds that are tendered pursuant to tender orders placed
through a Dealer Manager and are accepted as instructed by Uruguay
will be purchased by the Billing and Delivering Bank in such
amounts as Uruguay shall determine and subject to the terms and
conditions of the Offer to Purchase. Only the Billing and
Delivering Bank will be liable for the payment of the purchase
price and accrued interest for Old Bonds validly tendered and
accepted by Uruguay. Uruguay will not be liable under any
circumstances for the payment of the purchase price and accrued
interest for any Old Bonds tendered in the Tender Offer by any
holder. The Billing and Delivery Bank shall only have the
obligation to sell to Uruguay the Old Bonds validly tendered and
accepted for purchase that the Billing and Delivery Bank has
actually purchased pursuant to the Tender Offer on the Settlement
Date. Tender orders that are not for permitted tender amounts have
not been accepted.
Subject to the conditions to settlement of the Tender Offer, Old
Bonds accepted for purchase will be settled on a delivery versus
payment basis solely with the Billing and Delivering Bank on the
Settlement Date, in accordance with customary brokerage practices
for corporate fixed income securities.
Uruguay has agreed to apply a portion of the net proceeds of its
new bonds offering announced on Wednesday June 24, 2020 (the "New
Bonds Offering") to purchase the Old Bonds accepted pursuant to the
Tender Offer from the Billing and Delivering Bank at the applicable
purchase price plus accrued interest. The Tender Offer is subject
to the dealer manager agreement relating to this Tender Offer not
being terminated prior to or at the time of the settlement of the
Tender Offer. Citigroup Global Markets Inc., HSBC Securities (USA)
Inc. and Itau BBA USA Securities, Inc. acted as Dealer Managers for
the Tender Offer. DF King & Co., Inc. is the information agent
in connection with the Tender Offer ("Information Agent"), and
questions regarding the Tender Offer may be directed to the
Information Agent or any of the Dealer Managers using the contact
information below:
DF King & Co., Inc.
Attention: Andrew Beck
48 Wall Street
New York, NY 10005
Toll Free: (800) 290-6426
All Others Call: (212) 269-5550
website: www.dfking.com/uruguay
Citigroup Global Markets Inc. HSBC Securities (USA) Inc. Itau BBA USA Securities, Inc.
388 Greenwich Street 452 Fifth Avenue 540 Madison Avenue, 24(th) Floor
New York, New York 10013 New York, New York 10018 New York, New York 10022
United States of America United States of America United States of America
Attention: Liability Management Group Attention: Global Liability Management Attention: Debt Capital Markets
Collect: +1 212 723 6106 Group Collect: +1 212 710 6749
Toll free: +1 800 558 3745 Collect: +1 212 525 5552 Toll free: +1 888 770 4828
Toll free: +1 888 472 2456
Important Notice
This announcement is not an offer to purchase or a solicitation
of an offer to sell the Old Bonds. The Tender Offer will be made
only by and pursuant to the terms of the Offer to Purchase, as may
be amended or supplemented from time to time.
The distribution of materials relating to the New Bonds Offering
and the Tender Offer, and the transactions contemplated by the New
Bonds Offering and Tender Offer, may be restricted by law in
certain jurisdictions. Each of the New Bonds Offering and the
Tender Offer is made only in those jurisdictions where it is legal
to do so. The New Bonds Offering and the Tender Offer are void in
all jurisdictions where they are prohibited. If materials relating
to the New Bonds Offering or the Tender Offer come into your
possession, you are required to inform yourself of and to observe
all of these restrictions. The materials relating to the New Bonds
Offering and the Tender Offer 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 by law. If a
jurisdiction requires that the New Bonds Offering or the Tender
Offer be made by a licensed broker or dealer and a Dealer Manager
or any affiliate of a Dealer Manager is a licensed broker or dealer
in that jurisdiction, the New Bonds Offering or the Tender Offer,
as the case may be, shall be deemed to be made by the Dealer
Manager or such affiliate in that jurisdiction. Owners who may
lawfully participate in the Tender Offer in accordance with the
terms thereof are referred to as "holders."
Stabilization/FCA
In relation to each Member State of the European Economic Area
and the United Kingdom, this communication is only addressed to and
directed at qualified investors in that Member State within the
meaning of Regulation (EU) 2017/1129 (the "Prospectus
Regulation").
This announcement is not an invitation nor is it intended to be
an inducement to engage in investment activity for the purpose of
Section 21 of the Financial Services and Markets Act 2000 of the
United Kingdom (the "FSMA"). This announcement is only being
distributed to and is only directed: at (i) persons who are outside
the United Kingdom or (ii) investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") or (iii) high net
worth entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order
(all such persons together being referred to as "relevant
persons"). Any New Bonds will only be available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise
acquire such New Bonds will be engaged in only with, relevant
persons. Any person who is not a relevant person should not act or
rely on this announcement or any of its contents.
* * *
ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR AFTER THIS
MESSAGE ARE NOT APPLICABLE TO THIS ANNOUNCEMENT AND SHOULD BE
DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY
GENERATED AS A RESULT OF THIS ANNOUNCEMENT BEING SENT VIA BLOOMBERG
OR ANOTHER EMAIL SYSTEM.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
RTEBDGDLGGDDGGU
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