KINGSTON, Jamaica, Oct. 31, 2023 — The Government of Jamaica (“Jamaica“) announced today the aggregate principal amount of tenders of each series of notes listed in the table below (collectively, the “Old Notes”, and each series thereof, a “series” of Old Notes) that have been accepted pursuant to its previously announced invitation for offers to tender Old Notes for cash (the “Invitation”), subject to the terms and conditions contained in the Invitation dated October 19, 2023 (the “Invitation Material”), which results were announced at 12:00 p.m., New York City time, on Monday, October 30, 2023 (the “Results Announcement”).
The Invitation expired as scheduled at 5:00 p.m., New York City time, on October 27, 2023. All Old Notes validly tendered and not withdrawn pursuant to the Invitation have been accepted for purchase, and, as such, there will be no proration. Jamaica also announced that the Maximum Purchase Price for all Old Notes accepted for purchase is U.S.$237,369,417.50. Capitalized terms not defined in this communication have the meanings specified in the Invitation Material.
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Old Notes |
Original Principal Amount |
Original Principal Amount |
Original Principal |
Principal Amount |
|
|
7.625% Notes due 2025 |
U.S.$86,821,000 |
U.S.$86,821,000 |
U.S.$294,355,000 |
U.S.$196,236,667.65 |
|
|
9.250% Notes due 2025 |
U.S.$10,169,000 |
U.S.$10,169,000 |
U.S.$75,056,000 |
U.S.$75,056,000 |
|
|
6.750% Notes due 2028 |
U.S.$165,151,000 |
U.S.$165,151,000 |
U.S.$1,256,296,000 |
U.S.$1,256,296,000 |
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|
______________ |
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(1) As of October 27, 2023. |
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(2) This amount reflects the outstanding original principal amount of the 7.625% 2025 Notes multiplied by an amortization factor of 0.66666667 (the “Amortization Factor”). |
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If Jamaica accepted a holder’s tender of Old Notes of any series, the holder will be entitled to receive for such Old Notes the applicable Purchase Price, multiplied by the Amortization Factor, if applicable, plus Accrued Interest, which will be paid on the Settlement Date, if the conditions of the Invitation are met. As announced in the Results Announcement, the Settlement Date is expected to occur on Friday, November 3, 2023, subject to the terms and conditions set forth in the Invitation Materials.
Jamaica intends to apply a portion of the net proceeds of its new notes offering announced on Thursday, October 19, 2023 (the “New Notes Offering”) to purchase the Old Notes accepted pursuant to the Invitation at the applicable Total Purchase Price. Accordingly, the Invitation is conditioned upon the closing of the New Notes Offering in an amount and on terms and conditions acceptable to Jamaica (the “Financing Condition”).
BofA Securities, Inc. and Citigroup Global Markets Inc. acted as Dealer Managers for the Invitation, and questions regarding the Invitation may be directed to the contact information below:
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BofA Securities, Inc. |
Citigroup Global Markets Inc. |
The Invitation Material may be downloaded from the Information and Tender Agent’s website at http://gbsc-usa.com/Jamaica/ or obtained from the Information and Tender Agent, Global Bondholder Services Corporation, 65 Broadway – Suite 404, New York, New York 10006 (Tel. (212) 430-3774, or toll free (855) 654-2014) Attention: Corporate Actions, or from any of the Dealer Managers.
Important Notice
The distribution of materials relating to the Invitation and the transactions contemplated thereby, may be restricted by law in certain jurisdictions. The Invitation and any of the transactions contemplated thereby are void in all jurisdictions where they are prohibited. If materials relating to the Invitation or any of the transactions contemplated thereby come into your possession, you are required by Jamaica to inform yourself of and to observe all of these restrictions. The materials relating to the Invitation and the transactions contemplated thereby, including this communication, 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 Invitation 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 Invitation shall be deemed to be made by the Dealer Manager or such affiliate in that jurisdiction. Owners who may lawfully participate in the Invitation in accordance with the terms thereof are referred to as “holders.”
This announcement is for informational purposes only. This announcement is not an invitation for offers to purchase for cash or a solicitation of invitations for offers to purchase for cash any Old Notes.
The distribution of the Invitation Material in certain jurisdictions may be restricted by law. Persons into whose possession the Invitation Material comes are required by Jamaica, the Dealer Managers, and the Information and Tender Agent to inform themselves about, and to observe, any such restrictions as set out in the “Jurisdictional Restrictions” section of the Invitation Material.
Jamaica
This announcement has not been and is not required to be registered with the Financial Services Commission pursuant to the Jamaican Securities Act. No purchase of any securities in connection with this Invitation can be completed in Jamaica unless the purchase is made by or through a securities dealer registered with the Financial Services Commission or an exempt dealer (being a bank). However, Jamaican law does not prevent a Jamaica resident from selling securities outside the jurisdiction.
United Kingdom
Neither the communication of this announcement, the Invitation nor any other offer material relating to the Invitation has been approved, by an authorized person for the purposes of section 21 of the Financial Services and Markets Act 2000 (as amended, the “FSMA”). In the United Kingdom, the Invitation and any other offer material relating to the Invitation are only being distributed to and is only directed at: (a) persons outside the United Kingdom; or (b) persons who have professional experience in matters relating to investments, being investment professionals falling within Article 19(5) of the Order; or (c) persons falling within Article 49(2)(a) to (d) of the Order (“high net worth companies, unincorporated associations etc.); or (d) 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 Invitation or any other offer material relating to the Invitation 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 the Invitation or these other documents and/or materials or any of its or their contents.
Each intermediary must comply with the applicable laws and regulations concerning information duties vis à vis its clients in connection with the Old Notes or the Invitation.
SOURCE Government of Jamaica
