Hungary Tender Offer Indicative Results (8094O)

TIDM63DW

RNS Number : 8094O

Hungary

14 June 2022

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE UNLAWFUL

June 14, 2022

HUNGARY ANNOUNCES INDICATIVE SERIES ACCEPTANCE AMOUNTS AND CLEARING SPREADS FOR THE PURPOSES OF ITS TENDER OFFERS FOR EACH OF ITS OUTSTANDING U.S.$2,000,000,000 5.375% NOTES DUE 2023 (OF WHICH U.S.$1,517,582,000 IS OUTSTANDING), U.S.$2,000,000,000 5.750% NOTES DUE 2023 (OF WHICH U.S.$1,631,160,000 IS OUTSTANDING) AND U.S.$2,000,000,000 5.375% NOTES DUE 2024 (OF WHICH U.S.$1,794,010,000 IS OUTSTANDING).

Further to its announcement on June 7, 2022, Hungary (the "Offeror"), announces today a non-binding indication of the level at which it expects to set each Series Acceptance Amount and Clearing Spread for the November 2023 Notes and the March 2024 Notes (as defined below) for the purposes of its invitations to eligible holders of its outstanding (a) U.S.$2,000,000,000 5.375% Notes due 2023 (of which U.S.$1,517,582,000 is outstanding) (the "February 2023 Notes") (ISIN: US445545AH91 / CUSIP: 445545AH9), (b) U.S.$2,000,000,000 5.750% Notes due 2023 (of which U.S.$1,631,160,000 is outstanding) (the "November 2023 Notes") (ISIN: US445545AJ57 / CUSIP: 445545AJ5) and (c) U.S.$2,000,000,000 5.375% Notes due 2024 (of which U.S.$1,794,010,000 is outstanding) (the "March 2024 Notes") (ISIN: US445545AL04 / CUSIP: 445545AL0) (collectively, the "Notes" and each a "Series") to tender their Notes for purchase by the Offeror for cash (each an "Offer" and, together, the "Offers").

The Offers were made on the terms and subject to the conditions set out in the Offeror's Tender Offer Memorandum dated June 7, 2022 (the "Tender Offer Memorandum").

Copies of the Tender Offer Memorandum are available from the Information and Tender Agent as set out below. Capitalized terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

Announcement of Indicative Series Acceptance Amounts and Clearing Spreads

The Offers expired as at the Expiration Deadline of 5:00 p.m. (New York City Time) / 11:00 p.m. (Central Europe Time) on June 13, 2022.

In the event that the Offeror decides to accept valid tenders of Notes pursuant to the Offers, the Offeror expects to:

1. set the Series Acceptance Amount for the February 2023 Notes at U.S.$558,286,000. The Offeror expects to accept all February 2023 Notes tendered without any pro rata scaling; and

2. set the Series Acceptance Amount for the November 2023 Notes at U.S.$479,400,000 and for the March 2024 Notes at U.S.$151,038,000. On the basis of each such Series Acceptance Amount, the Offeror expects to set the November 2023 Notes Clearing Spread at 90 basis points and the March 2024 Notes Clearing Spread at 95 basis points. The Offeror expects to accept all November 2023 Notes and March 2024 Notes tendered pursuant to valid Non-Competitive Tender Instructions without any pro rata scaling. The Offeror does not expect to accept any Notes tendered pursuant to valid Competitive Tender Instructions.

Noteholders should note that this is a non-binding indication of the level at which the Offeror expects to set the relevant Series Acceptance Amounts and Clearing Spreads.

Pricing

Pricing in respect of the Offers will take place at or around 7:00 a.m. (New York City Time) / 1:00 p.m. (Central Europe Time) today, June 14, 2022. As soon as reasonably practicable after the Pricing Time, the Offeror will announce whether it will accept (subject to satisfaction or waiver of the New Financing Condition on or prior to the Settlement Date) valid tenders of Notes pursuant to any of the Offers and, if so accepted, the Final Acceptance Amount, each Series Acceptance Amount, each Clearing Spread (if applicable), each relevant Benchmark Security Rate, each Purchase Yield, each Purchase Price and the Accrued Interest for each Series and any Scaling Factor(s).

BNP Paribas, Deutsche Bank Aktiengesellschaft, Goldman Sachs Bank Europe SE, ING Bank N.V., and J.P. Morgan SE are acting as Dealer Managers and Kroll Issuer Services Limited is acting as Information and Tender Agent.

 
                 BNP Paribas                     Deutsche Bank Aktiengesellschaft 
          16, boulevard des Italiens                  Mainzer Landstr. 11-17 
                 75009 Paris                          60329 Frankfurt am Main 
                    France                                    Germany 
         Telephone: [phone]                  Tel: [phone] 
       Attention: Liability Management            Attention: Liability Management 
                    Group                                      Group 
  Email: [e-mail] 
        Goldman Sachs Bank Europe SE                      ING Bank N.V. 
                  Marienturm                              Foppingadreef 7 
              Taunusanlage 9-10                          1102 BD Amsterdam 
          D-60329 Frankfurt am Main                       The Netherlands 
                   Germany                                  In Europe: 
                                                       Tel: [phone] 
                                                Email: [e-mail] 
            Tel.: [phone]                 Attention: Liability Management 
     Email: [e-mail]                      Team 
       Attention: Liability Management                 In the United States: 
                    Group                              Tel: [phone] 
                                   J.P. Morgan SE 
                              Taunustor 1 (TaunusTurm) 
                               60310 Frankfurt am Main 
                                       Germany 
                                Tel: [phone] 
                          Email: [e-mail] 
                           Attention: Liability Management 
                          THE INFORMATION AND TENDER AGENT 
                           Kroll Issuer Services Limited 
                                      The Shard 
                               32 London Bridge Street 
                                   London SE1 9SG 
                                   United Kingdom 
                           Telephone: [phone] 
                       Attention: Arlind Bytyqi / Jacek Kusion 
                             Email: [e-mail] 
                     Website: https://deals.is.kroll.com/hungary 
 

DISCLAIMER This announcement must be read in conjunction with the Tender Offer Memorandum. This announcement and the Tender Offer Memorandum contain important information which should be read carefully before any decision is made with respect to the Offers. If you are in any doubt as to the contents of this announcement or the Tender Offer Memorandum or the action you should take, you are recommended to seek your own financial and legal advice, including as to any tax consequences, immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to participate in the Offers. None of the Dealer Managers, the Information and Tender Agent or the Offeror makes any recommendation as to whether Noteholders should tender Notes for purchase pursuant to the Offers.

The Tender Offer Memorandum does not constitute an invitation to participate in the Offers in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. The distribution of the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession the Tender Offer Memorandum comes are required by each of the Offeror, the Dealer Managers and the Information and Tender Agent to inform themselves about and to observe any such restrictions.

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June 14, 2022 05:48 ET (09:48 GMT)