SANTO
DOMINGO, Dominican Republic, June 25,
2024 /PRNewswire/ -- The Dominican Republic (the
"Republic") announced today the aggregate principal amount of bonds
that have been validly tendered pursuant to its previously
announced offer to purchase for cash the bonds (the "Existing
Bonds") listed in the table below (the "Offer"), pursuant to the
terms and subject to the conditions described in the offer document
dated June 17, 2024 (the "Offer
Document"). The Offer expired as scheduled at 8:00 a.m. (New York
City time) on June 25, 2024.
The aggregate principal amount of Existing Bonds validly tendered
was US$1,009,904,000. Capitalized
terms used but not defined herein have the meaning ascribed to them
in the Offer Document.
The following table indicates the aggregate principal amount of
Existing Bonds that had been validly tendered pursuant to the Offer
as of 8:00 a.m. (New York City time) on June 25, 2024.
Title of Existing
Bonds
|
ISIN /
CUSIP
|
Aggregate Principal
Amount Tendered(1)
|
Percentage of
Aggregate Principal Amount Tendered(2)
|
Purchase
Price(3)
|
5.500% Bonds due
2025
|
P3579E BD8 /
USP3579EBD87 (Reg S)
25714P CV8 / US25714PCV85 / (144A)
|
US$1,009,904,000
|
79.38 %
|
US$1,000
|
___________________
(1)
|
Information regarding
the aggregate principal amount of Existing Bonds tendered is based
on information received from the Tender and Information Agent (as
defined below).
|
(2)
|
Principal amount of
Existing Bonds tendered pursuant to the Offer expressed as an
approximate percentage of the aggregate principal amount of
Existing Bonds outstanding.
|
(3)
|
Per US$1,000 principal
amount of the Existing Bonds validly tendered and accepted for
purchase. Holders whose Existing Bonds were validly tendered and
are accepted for purchase pursuant to the Offer will also receive
Accrued Interest.
|
The Offer is conditioned, among other things, on the concurrent
(or earlier) closing of an issuance by the Republic of one or more
series of DOP-denominated and/or U.S. dollar-denominated,
New York law-governed debt
securities, in an aggregate principal amount, with pricing and on
terms and conditions acceptable to the Republic in its sole
discretion (the "New Notes Offering"). The Republic intends to use
a portion of the net proceeds from the New Notes Offering to
purchase the Existing Bonds accepted for purchase. The New Notes
Offering has been made solely by means of one or more offering
memoranda relating to the New Notes Offering, and neither this
announcement nor the Offer Document constitutes an offer to sell or
the solicitation of an offer to buy any such new debt
securities.
The Republic reserves the right, in its sole discretion, not to
accept any valid orders to tender Existing Bonds in accordance with
the terms and conditions of the Offer or to terminate the Offer for
any reason. In the event of a termination of the Offer, tendered
Existing Bonds will be returned to the tendering Holder.
The total purchase price for the principal amount of the
Existing Bonds validly tendered by a Holder and accepted by the
Republic will be an amount in cash equal to the outstanding
principal amount of such Existing Bonds, multiplied by the Purchase
Price, plus Accrued Interest (the "Total Purchase Price"). If the
Total Purchase Price minus Accrued Interest for all validly
tendered Existing Bonds (the "Tendered Aggregate Purchase Price")
would exceed the Maximum Purchase Price, then the Republic will, in
its sole discretion, apply a proration factor to the Tenders.
If the Republic accepts all or a portion of a Holder's tender of
Existing Bonds, the Holder will be entitled to receive for such
Existing Bonds the Purchase Price plus Accrued Interest, payable on
the Settlement Date (as defined below) in U.S. dollars if the
conditions of the Offer are met.
The settlement of validly tendered and accepted Existing Bonds
is expected to occur on Monday, July 1,
2024, subject to change without notice (the "Settlement
Date").
On June 25, 2024, at or around
5:00 p.m. (New York City time), subject to change without
notice, the Republic expects to announce: (i) the Maximum Purchase
Price; (ii) the Tendered Aggregate Purchase Price; (iii) the
aggregate principal amount of Tenders of the Existing Bonds that
has been accepted; and (iv) any proration of Tenders of the
Existing Bonds.
The Offer Document may be downloaded from the website of Global
Bondholder Services Corporation (the "Tender and Information
Agent") at https://www.gbsc-usa.com/dominican/ or obtained from the
Tender and Information Agent or from any of the Dealer Managers at
the contact information below. Questions regarding the Offer may be
directed to the Dealer Managers at the below contact
information.
The Dealer Managers for the Offer are:
Citigroup Global
Markets Inc.
388 Greenwich Street,
4th Floor Trading
New York, New York
10013
United States of
America
Attn: Liability
Management Group
Collect: +1 (212)
723-6106
Toll-Free: +1 (800)
558-3745
Email:
ny.liabilitymanagement@citi.com
|
J.P. Morgan
Securities LLC
383 Madison Avenue
New York, New York
10179
United States of America
Attn: Latin America Debt Capital Markets
Collect: +1 (212)
834-7279
Toll-Free: +1 (866) 846-2874
|
The Tender and Information Agent for the Existing Bonds is:
|
Global Bondholder
Services Corporation
65 Broadway – Suite
404
New York, New York
10006
United States of
America
Attn: Corporate
Actions
|
|
|
|
|
|
Banks and Brokers call:
+1 (212) 430-3774
Toll free +1 (855)
654-2014
Email:
contact@gbsc-usa.com
Offer Website:
https://www.gbsc-usa.com/dominican/
|
|
|
|
|
|
By
facsimile:
(For Eligible
Institutions only):
+1 (212)
430-3775/3779
|
|
|
|
|
|
Confirmation:
+1 (212)
430-3774
|
|
|
|
|
By
Mail:
|
By Overnight
Courier:
|
By
Hand:
|
65 Broadway – Suite
404
New York, New York
10006
United States of
America
|
65 Broadway – Suite
404
New York, New York
10006
United States of
America
|
65 Broadway – Suite
404
New York, New York
10006
United States of
America
|
Important Notice
This announcement is for informational purposes only. It is not
complete and may not contain all the information that you should
consider before tendering Existing Bonds. You should read the
entire Offer Document.
This announcement is not an offer to purchase for cash or a
solicitation of invitations for offers to purchase for cash any
Existing Bonds. The distribution of materials relating to the Offer
and the transactions contemplated thereby may be restricted by law
in certain jurisdictions. The Offer is being made only by the Offer
Document and in those jurisdictions where it is legal to do so. The
Offer is void in all jurisdictions where it is prohibited. If
materials relating to the Offer come into your possession, you are
required to inform yourself of and to observe all of these
restrictions. Each person accepting the Offer shall be deemed to
have represented, warranted and agreed (in respect of itself and
any person for whom it is acting) that it is not a person to whom
it is unlawful to make the Offer pursuant to the Offer Document, it
has not distributed or forwarded the Offer Document or any other
documents or materials relating to the Offer to any such person,
and that it has complied with all laws and regulations applicable
to it for purposes of participating in the Offer. Neither the
Republic nor the Dealer Managers accepts any responsibility for any
violation by any person of the restrictions applicable in any
jurisdiction.
The materials relating to the Offer, including this
announcement, 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. This announcement and the
Offer Document do not constitute an offer to buy or a solicitation
of an offer to sell any securities in any jurisdiction to any
person to whom it is unlawful to make such offer or solicitation in
such jurisdiction. In any jurisdiction in which the Offer is
required to be made by a licensed broker or dealer and in which any
Dealer Manager or any of its affiliates is so licensed, it shall be
deemed to be made by the Dealer Managers or such affiliates on
behalf of the Republic.
View original
content:https://www.prnewswire.com/news-releases/the-dominican-republic-announces-expiration-of-offer-to-purchase-existing-bonds-302181658.html
SOURCE The Dominican
Republic