Tender Offer (7813E)

TIDM50XC

RNS Number : 7813E

Georgia(acting through MoF Georgia)

12 April 2011

12 April 2011

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN THE REPUBLIC OF ITALY

GEORGIA

(acting through the Ministry of Finance of Georgia)

ANNOUNCES THE SATISFACTION OF THE NEW ISSUE CONDITION AND THE SETTLEMENT DATE OF THE INVITATION in respect of its outstanding

U.S.$500,000,000 7.50% Notes due 2013

(the "Notes" and the holders of such being the "Holders")

On 29 March 2011, Georgia (acting through the Ministry of Finance of Georgia) (the "Issuer") launched an invitation to all Holders (subject to the offer and distribution restrictions set out in the Tender Offer Memorandum (as defined below)) to tender any and all of their Notes for purchase by the Issuer for cash (the "Invitation"), all as more fully described in the Tender Offer Memorandum. The Issuer today announces the satisfaction of the New Issue Condition and that it has accepted for purchase U.S.$416,740,000 in aggregate principal amount of the Notes validly tendered pursuant to the Invitation.

The Issuer will pay today (being the Settlement Date) the Purchase Price of U.S.$1,071.25 per U.S.$1,000.00 in principal amount, together with Accrued Interest of U.S.$36.88 per U.S.$1,000.00 in principal amount, in respect of Notes accepted for purchase.

Following settlement of the Invitation, the Notes accepted for purchase by the Issuer will be cancelled.

The Invitation was made on the terms and subject to the conditions contained in the tender offer memorandum dated 29 March 2011 (the "Tender Offer Memorandum") and this announcement should be read in conjunction with the Tender Offer Memorandum. Capitalised terms used and not otherwise defined in this announcement shall have the meaning given to them in the Tender Offer Memorandum.

Goldman Sachs International and J.P. Morgan Securities Ltd. acted as Dealer Managers for the Invitation.

Requests for further information should be directed to the Dealer Managers or the Tender Agent (as appropriate).

 
                   DEALER MANAGERS 
             Goldman Sachs International 
                  Peterborough Court 
                   133 Fleet Street 
                   London EC4A 2BB 
                    United Kingdom 
            For information by telephone: 
                 [phone] 
        Attention: Liability Management Group 
         Email: [e-mail] 
             J.P. Morgan Securities Ltd. 
                   125 London Wall 
                   London EC2Y 5AJ 
                    United Kingdom 
            For information by telephone: 
                 [phone] 
  Attention: Sebastien Bamsey - Liability Management 
        Email: [e-mail] 
 
                    TENDER AGENT 
            Lucid Issuer Services Limited 
                     Leroy House 
                    436 Essex Road 
                    London N1 3QP 
  For information by telephone: [phone] 
        Attention: Lee Pellicci/Thomas Choquet 
             Email: [e-mail] 
 

DISCLAIMER

This announcement must be read in conjunction with the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information which must be read carefully before any decision is made with respect to the Invitation. If any Holder is in any doubt as to the action it should take, it is recommended to seek its own legal, tax, and financial advice, including as to any tax consequences, from its stockbroker, bank manager, solicitor, accountant or other independent financial adviser. Any person whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee must contact such entity if it wishes to tender such Notes in the Invitation. None of the Issuer, the Dealer Managers, the Tender Agent, or any person who controls, or is a director, officer, employee or agent of such persons, or any affiliate of such persons, makes any recommendation as to whether Holders should tender Notes in the Invitation.

No offer or invitation to acquire any securities is being made pursuant to this announcement. Nothing in this announcement or the Tender Offer Memorandum constitutes an invitation to participate in the Invitation in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such an invitation under applicable securities laws. Tenders of Notes for purchase pursuant to the Invitation will not be accepted from Holders in any jurisdiction where any such offer or invitation is unlawful.

OFFER RESTRICTIONS

Neither this announcement nor the Tender Offer Memorandum constitutes an offer to buy or the solicitation of an offer to sell Notes and tenders of Notes for purchase in the Invitation will not be accepted from Holders in any jurisdiction in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws require the Invitation to be made by a licensed broker or dealer and any of the Dealer Managers or any of their respective affiliates is such a licensed broker or dealer in any such jurisdiction, the Invitation shall be deemed to be made by such Dealer Manager or affiliate, as the case may be, on behalf of the Issuer in such jurisdiction.

The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Tender Offer Memorandum comes are required by the Issuer, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

United Kingdom

The communication of this announcement, the Tender Offer Memorandum and any other documents or materials relating to the Invitation is not being made, and such documents and/or materials have not been approved by, an authorised person for the purposes of Section 21 of the Financial Services and Markets Act 2000. Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents and/or materials as a financial promotion is only being made to persons within the United Kingdom falling within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order")) or within Article 43(2) of the Order, or to other persons to whom it may lawfully be communicated.

Italy

The Invitation is not being made, directly or indirectly, in the Republic of Italy ("Italy"). The Invitation, this announcement and the Tender Offer Memorandum have not been submitted to the clearance procedure of the Commissione Nazionale per le Societa e la Borsa (CONSOB) pursuant to Italian laws and regulations. Accordingly, Holders are notified that, to the extent Holders are located in Italy, the Invitation is not available to them and neither this announcement, nor the Tender Offer Memorandum nor any other documents or materials relating to the Invitation or the Notes may be distributed or made available in Italy as part of a public purchase or exchange offer (offerta pubblica di acquisto o di scambio) (as defined in Article 1, paragraph 1(v) of Italian Legislative Decree No. 58 of 24 February 1998, as amended) unless an applicable exemption is available.

Belgium

Neither this announcement, the Tender Offer Memorandum nor any other documents or materials relating to the Invitation have been submitted to or will be submitted for approval or recognition to the Belgian Banking, Finance and Insurance Commission (Commission bancaire, financiere et des assurances/Commissie voor het Bank-, Financie- en Assurantiewezen) and, accordingly, the Invitation may not be made in Belgium by way of a public offering, as defined in Article 3 of the Belgian Law of 1 April 2007 on public takeover bids or as defined in Article 3 of the Belgian Law of 16 June 2006 on the public offer of placement instruments and the admission to trading of placement instruments on regulated markets (the "Belgian Public Offer Law"), each as amended or replaced from time to time. Accordingly, the Invitation may not be advertised and the Invitation will not be extended, and neither this announcement, the Tender Offer Memorandum nor any other documents or materials relating to the Invitation (including any memorandum, information circular, brochure or any similar documents) has been or shall be distributed or made available, directly or indirectly, to any person in Belgium other than "qualified investors" in the sense of Article 10 of the Belgian Public Offer Law, acting on their own account. Insofar as Belgium is concerned, this announcement and the Tender Offer Memorandum have been issued only for the personal use of the above qualified investors and exclusively for the purpose of the Invitation. Accordingly, the information contained in this announcement and the Tender Offer Memorandum may not be used for any other purpose or disclosed to any other person in Belgium.

France

The Invitation is not being made, directly or indirectly, to the public in the Republic of France ("France"). Neither this announcement, the Tender Offer Memorandum nor any other documents or materials relating to the Invitation have been or will be distributed to the public in France and only (i) providers of investment services relating to portfolio management for the account of third parties and/or (ii) qualified investors (investisseurs qualifies) other than individuals, all as defined in, and in accordance with, Articles L.411-1, L.411-2 and D.411-1 of the French Code monetaire et financier, are eligible to participate in the Invitation. This announcement and the Tender Offer Memorandum have not been and will not be submitted to nor approved by the Autorite des Marches Financiers.

This information is provided by RNS

The company news service from the London Stock Exchange

END

TENEALLAFDNFEFF