TIDM80LW
RNS Number : 2870N
Republic of Uruguay
16 January 2019
FOR IMMEDIATE RELEASE
January 16, 2019
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
January 15, 2019 (the "Offer to Purchase"). Uruguay has instructed
J.P. Morgan Securities LLC (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 in aggregate principal amounts of Old Bonds as set forth
below. Capitalized terms used but not defined in this announcement
have the respective meanings specified in the Offer to
Purchase.
The Non-Preferred Tender Offer and Preferred Tender Offer
expired as scheduled at 12:00 noon New York time on January 15,
2019.
The Maximum Purchase Amount is (i) US$0 principal amount for the
2022 Bonds (as defined below), (ii) US$158,609,416 principal amount
for the 2024 Bonds (as defined below), and (iii) US$227,988,716
principal amount for the 2027 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. No Non-Preferred
Tenders have been accepted. Appropriate adjustments will be made so
that purchases are made in the minimum denominations set forth in
the Offer to Purchase.
Aggregate Aggregate Aggregate
Principal Principal Principal
Aggregate Principal Amount of Amount of Amount of
Amount of Preferred Preferred Non-Preferred Non-Preferred
Global USD Bonds Tenders Tenders Accepted Tenders Tenders Accepted
----------------- --------------------- ------------------ --------------- ------------------
8.000% Global US$48,824,643 US$0 US$9,131,000 US$0
Bonds due 2022
("2022 Bonds")
4.500% Global US$158,609,416 US$158,609,416 US$28,738,000 US$0
Bonds due 2024
("2024 Bonds")
4.375% Global US$376,265,203 US$227,988,716 US$120,965,000 US$0
Bonds due 2027
("2027 Bonds")
Holders of Old Bonds held through DTC that have been validly
tendered and accepted pursuant to the Tender Offer must deliver
their accepted Old Bonds to the relevant Dealer Manager no later
than 3:00 p.m., New York time, on the Settlement Date. Holders of
Old Bonds held through Euroclear or 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 Tuesday, January 22, 2019,
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 New Bonds in
the New Bonds Offering in respect of your related Indication of
Interest and/or (b) in the cancellation of your tender and in your
remaining oblilgated 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 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 Tuesday, January 15, 2019 (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 Offer not being
terminated prior to or at the time of the settlement of the Offer.
Itau BBA USA Securities, Inc., J.P. Morgan Securities LLC and
Scotia Capital (USA) Inc. acted as Dealer Managers for the Tender
Offer. Global Bondholder Services Corporation is the information
agent in connection with the 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:
Global Bondholder Services Corporation
Attention: Corporate Actions
65 Broadway - Suite 404
New York, New York 10006
Banks and Brokers call: +1 (212) 430-3774
Toll free: +1 (866) 470-3800
website: http://www.gbsc-usa.com/uruguay
Itau BBA USA Securities, Inc. J.P. Morgan Securities LLC Scotia Capital (USA) Inc.
767 Fifth Avenue, 50th Floor 383 Madison Avenue 250 Vesey Street
New York, New York 10153 New York, New York 10179 New York, New York 10281
United States of America United States of America United States of America
Attention: Liability Management Group Attention: Latin America Debt Capital Attention: Debt Capital Markets
Markets
Collect: (212) 710-6749 Collect: (212) 834-7279 Collect: (212) 225-5559
Toll free: (888) 770-4828 Toll free: (866) 846-2874 Toll free: (800) 372-3930
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 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."
In any EEA Member State this announcement is only addressed to
and is only directed at qualified investors within the meaning of
the Prospectus Directive.
The New Bonds have not been registered with the Comisión
Nacional de Valores and may not be offered publicly in Argentina.
The New Bonds may not be publicly distributed in Argentina. Neither
the issuer nor the underwriters will solicit the public in
Argentina in connection with the New Bonds Offering.
The New Bonds have not been and will not be issued nor publicly
placed, distributed, offered or negotiated in the Brazilian capital
markets. The issuance of the New Bonds has not been nor will be
registered with the Securities Commission of Brazil (Comissão de
Valores Mobiliários, or "CVM"). Any public offering or
distribution, as defined under Brazilian laws and regulations, of
the New Bonds in Brazil is not legal without prior registration
under Law No. 6,385/ of December 7, 1976, as amended, and
Instruction No. 400, issued by the CVM on December 29, 2003, as
amended. Documents relating to the New Bonds Offering, as well as
information contained therein, may not be supplied to the public in
Brazil (as the New Bonds Offering is not a public offering of
securities in Brazil), nor be used in connection with any offer for
subscription or sale of the New Bonds to the public in Brazil.
Therefore, each of the underwriters has represented, warranted and
agreed that it has not offered or sold, and will not offer or sell,
the New Bonds in Brazil, except in circumstances which do not
constitute a public offering, placement, distribution or
negotiation of securities in the Brazilian capital markets
regulated by Brazilian laws and regulations. Persons wishing to
offer or acquire the New Bonds within Brazil should consult with
their own counsel as to the applicability of registration
requirements or any exemption therefrom.
With respect to persons in Hong Kong, the New Bonds Offering and
the Tender Offer are only made to, and are only capable of
acceptance by, "professional investors" as defined in the
Securities and Futures Ordinance (Cap. 571) of Hong Kong (the
"SFO") and any rules made thereunder. No person or entity may issue
or have in its possession for the purposes of issue, whether in
Hong Kong or elsewhere, any advertisement, invitation or document
relating to the New Bonds, Old Bonds or the Tender Offer, which is
directed at, or the contents of which are likely to be accessed or
read by, the public of Hong Kong (except if permitted to do so
under the securities laws of Hong Kong other than with respect to
the Old Bonds which are or are intended to be tendered, or New
Bonds which are intended to be purchased, only by persons outside
Hong Kong or only by "professional investors" as defined in the SFO
and any rules made under thereunder.
In the Netherlands, the New Bonds may not be offered or sold,
directly or indirectly, other than to qualified investors
(gekwalificeerde beleggers) within the meaning of Article 1:1 of
the Dutch Financial Supervision Act (Wet op het financieel
toezicht).
Neither the communication of this announcement nor any other
offer material relating to the New Bonds Offering and the Tender
Offer has been approved, by an authorized person for the purposes
of section 21 of the UK Financial Services and Markets Act 2000 (as
amended, "the FSMA"). This announcement is only being distributed
to and is only directed: at (i) persons who are outside the United
Kingdom; or (ii) persons who have professional experience in
matters relating to investments falling within Article 19(5) of the
Order; persons falling within Article 49(2)(a) to (d) ("high net
worth companies, unincorporated associations etc.) of the Order; or
(iii) persons to whom an invitation or inducement to engage in
investment activity (within the meaning of section 21 of the FSMA)
may otherwise lawfully be communicated or caused to be communicated
(all such other persons together being referred to as "relevant
persons"). Any investment or investment activity to which this
announcement relates is available only to relevant persons and 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
RTEUNSURKBAAAAR
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January 16, 2019 08:00 ET (13:00 GMT)
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