LIMA,
Peru, June 18, 2024 /PRNewswire/ -- The Republic
of Peru ("Peru") announced earlier today the
commencement of offers to (i) exchange certain of Peru's outstanding sovereign bonds or bonos
soberanos (the "Existing Bonos Soberanos"), including
bonos soberanos in the form of Global Depositary Notes
(each, a "GDN") previously issued by Citibank, N.A., as depositary
(the "Existing GDNs" and, together with the Existing Bonos
Soberanos, the "Existing Bonds") for a new series of
Sol-Denominated sovereign bonds or bonos soberanos due 2039
(the "New Bonos Soberanos") (including new GDNs (the "New GDNs"
and, together with the New Bonos Soberanos, the "New
Bonds")) (collectively, the "Exchange Offers" and each, an
"Exchange Offer") and/or (ii) purchase for cash the Existing Bonds
(collectively, the "Cash Tender Offers" and each, a "Cash Tender
Offer"). The Exchange Offers and Cash Tender Offers are referred to
collectively herein as the "Offers." The Offers are being conducted
upon terms and subject to certain conditions set forth in the
Exchange and Tender Offering Memorandum dated June 18, 2024.
Peru has now priced the New
Bonds being concurrently offered for cash, and accordingly,
pursuant to the Exchange and Tender Offering Memorandum,
Peru hereby announces the exchange
consideration (the "Exchange Consideration") and coupon for the New
Bonds in the Exchange Offers. The Exchange Consideration offered
for each S/1,000 principal amount of Existing Bonds in the Exchange
Offers is provided in the table below, along with the previously
announced price payable per S/1,000 principal amount for each
series of Existing Bonds in the Cash Tender Offers (the "Purchase
Price"). The coupon for the New Bonds is 7.600%.
|
Existing
Bonds
|
Purchase
Price(1)(2)
|
Exchange
Consideration(1)(2)
|
|
5.700% Bonos
Soberanos due
2024..................................................................................
|
S/1,002.563
|
S/1,004.67583327738
|
|
5.700% GDNs due
2024....................................................................................................
|
S/1,001.563
|
S/1,004.67583327738
|
|
8.200% Bonos
Soberanos due
2026..................................................................................
|
S/1,060.000
|
S/1,062.23387784511
|
|
8.200% GDNs due
2026....................................................................................................
|
S/1,059.000
|
S/1,062.23387784511
|
|
6.350% Bonos
Soberanos due
2028..................................................................................
|
S/1,028.880
|
S/1,031.04829456347
|
|
6.350% GDNs due
2028....................................................................................................
|
S/1,027.880
|
S/1,031.04829456347
|
|
5.940% Bonos
Soberanos due
2029..................................................................................
|
S/1,006.303
|
S/1,008.42371507280
|
|
5.940% GDNs due
2029....................................................................................................
|
S/1,005.303
|
S/1,008.42371507280
|
|
(1)
|
Each GDN represents one
Bono Soberano of S/1,000 in principal amount. The Purchase
Prices of Existing GDNs reflect fees associated with the
cancellation of the Existing GDNs payable to Citibank, N.A., as the
depositary. The Exchange Consideration for the Existing GDNs will
not reflect such fees.
|
|
(2)
|
Per S/1,000 in
principal amount of Existing Bonds.
|
Each offer to exchange and each tender for purchase for any
series of Existing Bonds is made as a separate, independent offer.
Peru reserves the right, in its
sole and absolute discretion, not to accept some or all Existing
Bonds tendered in any Exchange Offer or Cash Tender Offer in
respect of one or more series of Existing Bonds, and any Offer may
be subject to proration at the sole discretion of Peru. In addition, Peru reserves the right, in its sole and
absolute discretion, to modify in any manner, any of the terms and
conditions of the Offers.
The Exchange Consideration for each series of Existing Bonds was
determined by dividing the Purchase Price for the applicable series
of Existing Bonos Soberanos by the issue price of the New
Bonos Soberanos being concurrently offered for cash, which
was 99.7897%.
Peru is making the Offers only
in those jurisdictions where it is legal to do so. The Offers are
void in all jurisdictions where such Offers are prohibited. If
materials relating to the Offers come into your possession, you are
required by Peru to inform
yourself of and to observe all of these restrictions.
The New Bonds have not been and will not be registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act") or
any state securities laws. Accordingly, the Offers will only be
directed, and copies of the offering documents will only be made
available, to a holder of the Existing Bonds who has certified its
status as (1) a "qualified institutional buyer" in reliance on Rule
144A under the Securities Act or (2) a non-U.S person in offshore
transactions in reliance on Regulation S under the Securities Act.
Terms used in this paragraph have the meanings given to them by
Rule 144A and Regulation S under the Securities Act.
Only holders who have properly completed and submitted the
Eligibility Certification are authorized to receive and review the
Exchange and Tender Offering Memorandum. Holders may obtain the
Eligibility Certification by contacting the Tender, Exchange and
Information Agent per its contact details below.
The materials relating to the Offers 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.
FURTHER INFORMATION
The Tender, Exchange and Information Agent for the Offers
is:
Global Bondholder Services Corporation
65 Broadway – Suite 404
New York, NY 10006
United States of America
Attention: Corporate Actions
Banks and Brokers call: (212) 430-3774
Toll free: (855) 654-2014
Email: contact@gbsc-usa.com
https://gbsc-usa.com/eligibility/peru
The Peruvian Market Maker for the Offers is:
Banco Santander Perú S.A.
Av. Rivera Navarrete 475 Piso 14,
San Isidro, Lima, Perú
Email: santransaccionperu@santander.us
The Issuer for the Offers is:
Ministerio de Economía y Finanzas del Perú
Jr. Junín No. 319
Lima, Perú
Email: subastas@mef.gob.pe
DISCLAIMER
The Exchange and Tender Offering Memorandum is not for release,
publication or distribution to any person located or resident in
any jurisdiction where it is unlawful to distribute the Exchange
and Tender Offering Memorandum. Persons into whose possession any
Exchange and Tender Offering Memorandum comes are required by
Peru, the Dealer Managers and the
Tender, Exchange and Information Agent to inform themselves about,
and to observe, any such restrictions.
This announcement is neither an offer to purchase nor 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 Offers are made solely pursuant to the Exchange and Tender
Offering Memorandum dated the date hereof.
NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF
SECURITIES FOR SALE IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO
SO. THE NEW BONDS HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER
THE SECURITIES ACT, OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER
JURISDICTION AND THE NEW BONDS MAY NOT BE OFFERED OR SOLD WITHIN
THE UNITED STATES OR TO, OR FOR
THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S
UNDER THE SECURITIES ACT), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR
IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF
THE SECURITIES ACT AND APPLICABLE LAWS OF OTHER JURISDICTIONS.
This announcement is for distribution only to persons who (i)
have professional experience in matters relating to investments
falling within 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.
This announcement must be read in conjunction with the Exchange
and Tender Offering Memorandum. This announcement and the Exchange
and Tender Offering Memorandum contain important information which
should be read carefully before any decision is made with respect
to any Offer. If any holder of Existing Bonds is in any doubt as to
the action it should take, it is recommended that such holder seek
its own financial and legal advice, including as to any tax
consequences, immediately from its stockbroker, bank manager,
attorney, accountant or other independent financial or legal
adviser. None of Peru, the Dealer
Managers or the Tender, Exchange and Information Agent makes any
recommendation as to whether holders of Existing Bonos
Soberanos or Existing GDNs should tender Existing Bonos
Soberanos or Existing GDNs or participate in the Offers.
This announcement contains forward-looking statements and
information that is necessarily subject to risks, uncertainties and
assumptions. No assurance can be given that the transactions
described herein will be consummated or as to the terms of any such
transactions. Peru assumes no
obligation to update or correct the information contained in this
announcement.
Republic of Peru Contact
Guadalupe Pizarro
+511 311 5934
gpizarro@mef.gob.pe
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SOURCE The Republic of Peru