SANTIAGO, Chile, May 24, 2024
/PRNewswire/ -- On Wednesday, May 22,
2024, the Republic of Chile
("Chile") announced an offer to
purchase for cash (the "Tender Offer") debt securities of the
series listed in the table below (the "Old Bonds" and each Old
Bonds, a "series" of Old Bonds), subject to the terms and
conditions set forth in the offer to purchase of the same date (the
"Offer to Purchase").
The Tender Offer commenced on Wednesday,
May 22, 2024 and, unless extended or earlier terminated by
Chile in its sole discretion, will
expire at 10:00 a.m., New York Time,
on Thursday, May 30, 2024 (the
"Tender Period") and is expected to settle on or about Monday, June 3, 2024 (the "Tender Offer
Settlement Date"), subject to pricing and closing of an offering of
new bonds (the "New Bonds") to be issued by Chile as described in the Offer to Purchase
(the "New Bonds Offering"). The Tender Offer is also being made
concurrently with an offer to exchange Old Bonds for New Bonds and
an offer to purchase Old Bonds for cash to the public in
Chile (together, the "Local
Offers").
The table below sets forth the purchase price per Ps. 1,000,000
principal amount of each series of Old Bonds (the "Purchase Price")
that Chile will pay pursuant to
the Tender Offer for any tendered Old Bonds accepted by
Chile excluding any accrued
interest. Tender orders of Old Bonds may be subject to
proration.
Payment for any tendered Old Bonds accepted by Chile, together with an amount in cash
corresponding to accrued and unpaid interest at the applicable
rates contemplated in each series of Old Bonds to but excluding the
Tender Offer Settlement Date ("Accrued Interest"), will be made
after and conditioned upon the pricing and closing of the New Bonds
Offering. Payment of the Purchase Price for Old Bonds accepted for
purchase in the Tender Offer, together with Accrued Interest, will
be made in U.S. dollars, based on an exchange rate for the
conversion of Chilean pesos into U.S. dollars that will be
determined using the average of the buy and sell spot exchange
rates available on Bloomberg by typing "USDCLP BGN Curncy
<GO>" at or around noon, New York Time, or as soon as
possible thereafter, on the day that the New Bonds are priced,
which is currently expected to be Thursday,
May 30, 2024 (the "Applicable Exchange Rate"). The
Applicable Exchange Rate is the same rate at which the purchase
price payable for the New Bonds sold in the New Bonds Offering will
be calculated in U.S. dollars.
Old
Bonds
|
ISIN
|
Outstanding
Principal Amount as of
Wednesday, May 22, 2024(1)
|
Purchase
Price (excluding accrued interest)(2)
|
Chilean-peso
denominated 2.500% Bonds due March 1, 2025
|
CL0002599166
|
Ps.
5,498,380,000,000
|
Ps. 983,433
|
Chilean-peso
denominated 4.500% Bonds due March 1, 2026
|
CL0002172501
|
Ps.
3,320,825,000,000
|
Ps. 995,896
|
Chilean-peso
denominated 2.300% Bonds due October 1, 2028
|
CL0002642784
|
Ps.
1,040,000,000,000
|
Ps. 882,359
|
Chilean-peso
denominated 2.800% Bonds due October 1, 2033
|
CL0002642776
|
Ps.
442,150,000,000
|
Ps. 790,984
|
________________________________________
(1) Includes
Old Bonds held by the public in Chile, which are the subject of the Local
Offers.
(2) Per Ps. 1,000,000 principal amount of each series of Old Bonds.
The Purchase Price and Accrued Interest of the Old Bonds will be
converted into U.S. Dollars at the Applicable Exchange Rate.
The Offer to Purchase may be downloaded from the Tender and
Information Agent's website at https://www.gbsc-usa.com/chile/ or
obtained from the Tender and Information Agent, Global Bondholder
Services Corporation in New York,
at 65 Broadway – Suite 404, New York,
NY 10006 (Banks and Brokers call collect: (212)
430-3774; all others call Toll-Free: (855) 654-2015)
Attention: Corporate Actions (e‑mail: contact@gbsc-usa.com),
or from any of the Dealer Managers.
The Dealer Managers for the Tender Offer are:
Citigroup Global
Markets Inc.
|
Itau BBA USA
Securities, Inc.
|
Santander US Capital
Markets LLC
|
388 Greenwich Street,
4th Floor New York, New York
10013United
StatesAttn.: Liability Management
Group
|
540 Madison Avenue,
24th FloorNew York, New York
10022United
StatesAttention: Debt Capital
Markets
|
437 Madison Avenue,
10th FloorNew York, New York
10022United
StatesAttention: Liability
Management Team
|
Collect: +1 (212)
723-6106Toll-free: +1 (800)
558-3745
|
Collect:
+1 (212) 710-6749Toll-free: +1 (888)
770-4828
|
Collect: +1
(212) 350-0660
Toll-free: +1 (855)
404-3636
|
Questions regarding the Tender Offer may be directed to the
Dealer Managers at the above contact.
Contact
information:
|
Global Bondholder
Services Corporation
|
|
65 Broadway – Suite
404
|
|
New York, NY
10006
|
|
Banks and Brokers
Call: (212) 430-3774
|
|
All Others Call Toll
free: (855) 654-2015
|
NONE OF CHILE, THE DEALER
MANAGERS OR THE TENDER AND INFORMATION AGENT MAKES ANY
RECOMMENDATION THAT ANY HOLDER TENDER OR REFRAIN FROM TENDERING ALL
OR ANY PORTION OF THE PRINCIPAL AMOUNT OF SUCH HOLDER'S OLD BONDS
OR THAT ANY HOLDER SUBMIT OR CHOOSE NOT TO SUBMIT AN INDICATION OF
INTEREST IN THE NEW BONDS IN CONNECTION WITH SUCH A TENDER, AND NO
ONE HAS BEEN AUTHORIZED BY ANY OF THEM TO MAKE SUCH A
RECOMMENDATION. HOLDERS MUST MAKE THEIR OWN DECISIONS WHETHER TO
TENDER OLD BONDS, AND, IF SO, THE PRINCIPAL AMOUNT OF OLD BONDS TO
TENDER AND WHETHER TO SUBMIT AN INDICATION OF INTEREST IN THE NEW
BONDS IN CONNECTION WITH SUCH A TENDER.
Important Notice
The New Bonds Offering will be made solely by means of an
offering memorandum relating to that offering, and this
announcement does not constitute an offer to sell or the
solicitation of an order to buy any New Bonds. You may not
participate in the New Bonds Offering unless you have received and
reviewed the offering memorandum related to that offering, and not
in reliance on, or on the basis of, this announce or the Offer to
Purchase. The New Bonds will not be registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act") or the
securities laws of any other jurisdiction and will be offered in
the United States only to
qualified institutional buyers in accordance with Rule 144A under
the Securities Act and to non-U.S. persons outside the United States in reliance on Regulation S
under the Securities Act.
This announcement is not an offer to purchase or a
solicitation of an offer to sell the Old Bonds. The Tender Offer
will be made only by and pursuant to the terms of the Offer to
Purchase, as may be amended or supplemented from time to
time.
The distribution of materials relating to
the New Bonds Offering and the Tender Offer, and the transactions
contemplated by the New Bonds Offering and Tender Offer, may be
restricted by law in certain jurisdictions. The Tender Offer
is made only in those jurisdictions where it is legal to do
so. The Tender Offer is void in all jurisdictions where it is
prohibited. If materials relating to the New Bonds Offering
or the Tender Offer come into your possession, you are required to
inform yourself of and to observe all of these restrictions.
The materials relating to the New Bonds Offering and the Tender
Offer, 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 New Bonds Offering or the Tender
Offer 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 New Bonds Offering or the Tender Offer,
as the case may be, shall be deemed to be made by the Dealer
Manager or such affiliate in that jurisdiction. Owners who
may lawfully participate in the Tender Offer in accordance with the
terms thereof are referred to as "holders."
This announcement and the Offer to Purchase contain
forward-looking statements. Forward-looking statements
are statements that are not historical facts, including statements
about Chile's beliefs and
expectations. These statements are based on current plans,
estimates and projections, and therefore you should not place undue
reliance on them. Forward-looking statements speak only as of the
date they are made. Chile
undertakes no obligation to update any of them in light of new
information or future events. Forward-looking statements
involve inherent risks and uncertainties. Chile cautions you that several important
factors could cause actual results to differ materially from those
contained in any forward-looking statement.
ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR AFTER THIS
MESSAGE ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE
DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE
AUTOMATICALLY GENERATED AS A RESULT OF THIS
COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL
SYSTEM.
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SOURCE Republic of Chile