Dominican Gov. offers repurchase of notes
Press Release.- /PRNewswire/ — The Dominican Republic (the “Republic”) announced today the commencement of an offer to purchase for cash (the “Offer”) from each holder or beneficial owner (each, a “Holder” and, collectively, the “Holders”) of outstanding DOP-denominated, Dominican law-governed notes of each series listed in the table below (collectively, the “Existing Local Notes” and each a “series” of Existing Local Notes), including Existing Local Notes in the form of Global Depositary Notes (the “Existing GDNs” and, together with the Existing Local Notes, the “Existing Notes” and each, a “series” of Existing GDNs or Existing Notes, as applicable), issued by Citibank, N.A., as GDN depositary (the “GDN Depositary”), such that the total Purchase Price (as defined below) to be paid by the Republic for the outstanding principal amount of Existing Notes validly tendered and accepted for purchase by the Republic pursuant to the Offer, excluding interest accrued and unpaid thereon, 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 May 26, 2021 (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 issuance by the Republic of a new series of DOP-denominated, Dominican law-governed notes (the “New Local Notes”), 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 New Notes Offering will be made solely by means of an offering memorandum relating to the offering of the New Local Notes, and neither this announcement nor the Offer Document constitutes an offer to sell or the solicitation of an offer to buy such notes.
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 original DOP1,000 or US$1,000 principal amount, as applicable, indicated in the rightmost column in 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 Purchase Price plus the accrued and unpaid interest up to, but excluding, the Settlement Date (the “Accrued Interest”) for the applicable series of Existing GDNs will be payable in U.S. dollars by converting the applicable DOP amounts to U.S. dollars based on the Representative Market Rate at the Expiration Time.
If the Purchase Price 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.