Dominican Republic offers to buy existing notes
Santo Domingo./PRNewswire/ — The Dominican Republic (the “Republic”) announced today the commencement of an offer to purchase for cash (the “Offer”) from each registered holder (each, a “Holder” and, collectively, the “Holders”) notes of each series listed in the table below (collectively, the “Existing Notes” and each a “series” of Existing Notes) such that the Total Purchase Price (as defined below) to be paid for the outstanding principal amount of Existing Notes validly tendered and accepted for purchase by the Republic pursuant to the Offer does not exceed a maximum amount to be determined by the Republic in its sole discretion (the “Maximum Purchase Price”). The terms and conditions of the Offer are set forth in the offer document dated Tuesday, December 1, 2020 (the “Offer Document”).
The Offer is not conditioned upon any minimum participation of any series of Existing Notes but is conditioned, among other things, on the concurrent (or earlier) closing of an additional issuance by the Republic of its existing 4.875% Bonds due 2032, in an aggregate principal amount, with pricing and on terms and conditions acceptable to the Republic in its sole discretion. The offering of the 4.875% Bonds due 2032 will be made solely by means of an offering memorandum relating to that offering, and neither this announcement nor the Offer Document constitutes an offer to sell or the solicitation of an offer to buy such bonds.
The Republic reserves the right, in its sole discretion, not to accept any valid orders to tender Existing Notes in accordance with the terms and conditions of the Offer (“Tenders”), to modify the fixed price, per each original US$1,000 principal amount of Existing Notes, indicated in the rightmost column on the table below (the “Purchase Price”) for any or all series of Existing Notes, or to terminate the Offer for any reason. In the event of a termination of the Offer, the tendered Existing Notes will be returned to the tendering Holder.
The total purchase price for the principal amount of a series of Existing Notes validly tendered by a Holder and accepted by the Republic (the “Total Purchase Price”) will be an amount in cash equal to the original principal amount of such Existing Notes, multiplied by the Purchase Price, and then multiplied by the Factor (as defined herein), plus accrued and unpaid interest on such Existing Notes up to, but excluding, the Settlement Date (“Accrued Interest”). If the Total Purchase Price minus Accrued Interest for all validly tendered Existing Notes (the “Tendered Aggregate Purchase Price”) would exceed the Maximum Purchase Price, then the Republic will, in its sole discretion, select one or more series of Existing Notes to be prorated on the basis of the same or different proration factors.