Subject: TNM
The Government Of Bermuda Announces Pricing Terms Of Its Cash Tender Offers For Any And All Of Its 5.603% Senior Notes Due 2020 And Up To U.s.$200,000,000 In Aggregate Principal Amount Of Its 4.854% Senior Notes Due 2024
HAMILTON, Bermuda, Nov. 15, 2018 /PRNewswire/ -- The Government of Bermuda (the "Government") announced today the pricing terms of its previously announced offers to purchase for cash (the "Tender Offers") any and all of its outstanding 5.603% Senior Notes due 2020 (the "Notes due 2020") and up to U.S.$200,000,000 in aggregate principal amount of its outstanding 4.854% Senior Notes due 2024 (the "Notes due 2024" and, together with the Notes due 2020, the "Existing Notes").
The Tender Offers expired at 8:00 a.m., New York City time, on November 15, 2018 (the "Expiration Time"). The terms and conditions of the Tender Offers are set forth in the offer to purchase, dated November 7, 2018 (the "Offer to Purchase"). The Offer to Purchase, as well as other relevant notices and documents, are available on the Tender Offer Website, http://www.gbsc-usa.com/Bermuda, operated by the Tender and Information Agent.
The table below sets forth the aggregate principal amount of each series of Existing Notes validly tendered prior to the Expiration Time and accepted for purchase pursuant to the Tender Offers and the purchase price for each U.S.$1,000 principal amount of each series of Existing Notes validly tendered and accepted for purchase (the "Purchase Price"), as calculated at 2:00 p.m. (New York City time) today, November 15, 2018 (the "Price Determination Time") in accordance with the terms of the Offer to Purchase:
Description of Existing Notes | Principal Amount Outstanding | ISIN/CUSIP Numbers | Principal Amount | Principal | Reference U.S. Treasury Security | Reference Yield(2) | Tender Offer Yield(3) | Purchase Price(4) |
5.603% Senior | U.S.$223,935,000 | USG1035JAB47/G1035J AB4 (Reg S) | U.S.$86,543,000 | U.S.$86,543,000 | 1.50% due July | 2.848% | 3.198% | U.S.$1,038.68 |
4.854% Senior Notes due 2024 | U.S.$750,000,000 | USG10367AB96/G10367 AB9 (Reg S) | U.S.$377,957,000 | U.S.$200,000,000 | 2.875% due | 2.943% | 3.893% | U.S.$1,044.88 |
(1) | Subject to the terms and conditions set forth in the Offer to Purchase, including the concurrent (or earlier) closing of the New Notes Offering (as defined below). |
(2) | The Reference Yield for each series of Existing Notes is the yield that equates to the bid-side price of the applicable Reference U.S. Treasury Security specified in the table above for such series of Existing Notes appearing on the Bloomberg Reference Page specified on the front cover of the Offer to Purchase for such series of Existing Notes at the Price Determination Time. |
(3) | The Tender Offer Yield for each series of Existing Notes is the Reference Yield for each series of Existing Notes plus the applicable fixed spread specified in the table on the front cover of the Offer to Purchase (the "Fixed Spread") for such series of Existing Notes. |
(4) | The applicable Purchase Price payable for each U.S.$1,000 principal amount of each series of Existing Notes accepted will equal (i) the present value on the Settlement Date (as defined below), as determined on the Price Determination Time, of U.S.$1,000 principal amount of such Existing Notes due on the applicable maturity date of such Existing Notes and all scheduled interest payments on such principal amount of Existing Notes to be made from (but excluding) the Settlement Date, up to and including such maturity date discounted to the Settlement Date, in accordance with standard market practice as described by the formula set forth in Annex A to the Offer to Purchase, at a discount rate equal to the applicable Tender Offer Yield, minus (ii) the applicable accrued interest, up to but not including the Settlement Date, per U.S.$1,000 principal amount of such Existing Notes. |
Upon the terms and subject to the conditions set forth in the Offer to Purchase, payment for Existing Notes accepted for purchase will be made on the Settlement Date, which is expected to occur on November 20, 2018 (the "Settlement Date"). Holders whose Existing Notes are accepted for purchase in the Tender Offers will receive Accrued Interest with respect to their tendered Existing Notes from, and including, the last interest payment date for such Existing Notes to, but not including, the Settlement Date. Accrued Interest will be payable on the Settlement Date. Settlement of the Tender Offers is conditioned, among other things, on the closing of an offering of new notes (the "New Notes") by the Government (the "New Notes Offering"), which is intended to be consummated prior to or concurrently with the Tender Offers.
The Government reserves the right, in its sole discretion, to not accept any tender for any reason or to extend, re-open, amend or terminate the Tender Offers.
The Dealer Managers for the Tender Offers are:
Citigroup Global Markets Inc. | HSBC Securities (USA) Inc. |
Questions regarding the Tender Offers may be directed to the Dealer Managers at the above contacts.
The Tender and Information Agent for the Tender Offers is Global Bondholder Services Corporation.
65 Broadway, Suite 404 |
New York, New York 10006 |
United States |
Banks and Brokers call: (212) 430-3774 |
Toll-Free: (866) 470-4200 |
Email: [email protected] |
By facsimile: (for Eligible Institutions only) (212) 430-3775 |
Confirmation: (212) 430-3774 |
Holders of the Existing Notes are urged to read the Offer to Purchase carefully. Any questions or requests for assistance in relation to the Offer to Purchase may be directed to the Dealer Managers at their respective telephone number set forth above or to the holder's broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Tender Offers. Requests for additional copies of the Offer to Purchase may be directed to the Tender and Information Agent at the address and telephone number set forth above.
This release shall not be construed as an offer to purchase or a solicitation of an offer to purchase any of the Existing Notes or any other securities.
The Tender Offers were not made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. None of the Government, the Bank of New York Mellon as trustee for the Existing Notes, the Dealer Managers or the Information and Tender Agent makes any recommendation as to whether or not holders should tender their Existing Notes pursuant to the Tender Offers.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts included in this press release are forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Government, to be materially different from any future results or performance expressed or implied by such forward-looking statements. These statements are based on certain assumptions and analyses the Government has made in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate in the circumstances. The Government cautions you that a number of important factors could cause actual results and developments to differ materially from those contained in any forward-looking statement. The information contained in this press release identifies important factors that could cause such differences. The Government undertakes no obligation to update any of its forward-looking statements.
SOURCE Government of Bermuda
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