TIDM35NP TIDMYX26
RNS Number : 0865N
Oman (Government of Sultanate of)
20 September 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN ANY JURISDICTION
WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT
QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE
MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU)
596/2014 ("MAR") AND ARTICLE 7(1) OF THE MARKET ABUSE REGULATION
(EU) 596/2014, AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR")
THE GOVERNMENT OF THE SULTANATE OF OMAN
represented by
THE MINISTRY OF FINANCE
(the "Government")
20 September 2023
THE GOVERNMENT ANNOUNCES: (i) FINAL RESULTS OF ITS ANY AND ALL
OFFER (AS SUCH TERM IS DEFINED BELOW) IN RESPECT OF THE OUTSTANDING
U.S.$2,000,000,000 4.397 PER CENT. TRUST CERTIFICATES DUE 2024
(XS1620176831/US68204LAA26/68204LAA2) ISSUED BY OMAN SOVEREIGN
SUKUK S.A.O.C. (THE " CERTIFICATES "); and (ii) INDICATIVE SERIES
ACCEPTANCE AMOUNTS AND CLEARING SPREADS FOR THE PURPOSES OF ITS
CAPPED OFFERS (AS SUCH TERM IS DEFINED BELOW) FOR EACH OF ITS
OUTSTANDING:
(i) U.S.$1,250,000,000 4.875 PER CENT. NOTES DUE 2025
(XS1944412664/US68205LAA17/68205LAA1) (THE "2025 NOTES");
(ii) U.S.$2,500,000,000 4.750 PER CENT. NOTES DUE 2026
(XS1405777589/US682051AC17/682051AC1) (THE "2026 NOTES"); AND
(iii) U.S.$2,000,000,000 5.375 PER CENT. NOTES DUE 2027
(XS1575967218/US682051AE72/682051AE7) (THE "2027 NOTES",
COLLECTIVELY WITH THE 2025 NOTES AND THE 2026 NOTES, THE "NOTES"
AND TOGETHER WITH THE CERTIFICATES, THE "SECURITIES" AND EACH, A
"SERIES").
Background
On 12 September 2023, the Government announced an invitation to
the holders of: (i) the Certificates to tender any and all such
Certificates for purchase by the Government for cash, subject to
satisfaction or waiver of certain conditions described in the
Tender Offer Memorandum dated 12 September 2023 (as amended by the
announcement of an updated timetable released by the Government
dated 13 September 2023) (the "Tender Offer Memorandum") (such
invitation, the "Any and All Offer"); and (ii) the 2025 Notes, the
2026 Notes and the 2027 Notes to tender such Notes for purchase by
the Government for cash subject to the Maximum Aggregate Note
Purchase Amount (each such invitation, a "Capped Offer" and
together, the "Capped Offers" and together with the Any and All
Offer, the "Offers"), in each case, on the terms and subject to the
relevant conditions set out in the Tender Offer Memorandum.
Capitalised terms used in this announcement but not defined herein
have the meanings given to them in the Tender Offer Memorandum.
Further to its announcements on 12 September 2023, 13 September
2023 and 19 September 2023, the Government hereby announces today:
(i) the final results of its Any and All Offer; and (ii) a
non-binding indication of the level at which it expects to set each
Series Acceptance Amount and Clearing Spread for the Holders to
tender their Notes for purchase by the Government pursuant to the
Capped Offers.
The Expiration Deadline for the Offers was 5:00 p.m., New York
time, on 19 September 2023.
Final Results of the Any and All Offer
As at the Expiration Deadline, valid Tender Instructions had
been received by the Tender Agent in respect of U.S.$181,935,000 in
aggregate principal amount of Certificates. No Certificates were
tendered pursuant to the Guaranteed Delivery Procedures. The
Government hereby announces that it intends to accept all
Certificates validly tendered pursuant to the Any and All Offer as
set out below, subject to satisfaction or waiver of the conditions
to the Any and All Offer set out in the Tender Offer
Memorandum.
Outstanding Principal Amount Aggregate principal amount of Purchase Price [1] Aggregate principal amount of
Certificates validly tendered Certificates remaining
and accepted for purchase outstanding following
settlement of
the Any and All Offer
----------------------------- -------------------------------- ------------------- --------------------------------
U.S.$2,000,000,000 U.S.$181,935,000 U.S.$989.11 U.S.$1,818,065,000
----------------------------- -------------------------------- ------------------- --------------------------------
The expected Settlement Date in respect of the Any And All Offer
is 22 September 2023.
Announcement of Indicative Series Acceptance Amounts and
Clearing Spreads for the Capped Offers
The Government had received valid Tender Instructions (including
Non-Competitive Tender Instructions and Competitive Tender
Instructions) in respect of U.S.$1,476,544,000 in aggregate nominal
amount of the Notes for purchase pursuant to the Capped Offers.
If the Government decides to accept valid tenders of Notes
pursuant to the Capped Offers, subject to the terms and conditions
set out in the Tender Offer Memorandum, the Government expects
to:
1. set the Series Acceptance Amount for the 2025 Notes at
U.S.$244,390,000. The Government expects to set the 2025 Notes
Clearing Spread at 55 basis points. All submitted Tender
Instructions of the 2025 Notes at the 2025 Notes Clearing Spread or
a higher spread will be accepted in full without any pro rata
scaling; and
2. set the Series Acceptance Amount for the 2027 Notes at
U.S.$301,932,000. The Government expects to set the 2027 Notes
Clearing Spread at 125 basis points. All submitted Tender
Instructions of the 2027 Notes at the 2027 Notes Clearing Spread or
a higher spread will be accepted in full without any pro rata
scaling.
The Government does not intend to accept any Tender Instructions
in respect of the 2026 Notes and, accordingly, the Government
expects to set the Series Acceptance Amount for the 2026 Notes at
U.S.$0.
Existing Noteholders should note that this is a non-binding
indication of the level at which the Government expects to set the
Series Acceptance Amounts. As soon as reasonably practicable
following the pricing of the Notes, the Government will announce
whether it will accept valid tenders of Notes pursuant to the
Capped Offers and, if so accepted, the Series Acceptance
Amounts.
Pricing of the Capped Offers
Pricing in respect of the Capped Offers will take place at or
around 10:00 a.m., New York time, today, 20 September 2023. As soon
as reasonably practicable after the Pricing Time, the Government
will announce whether it will accept (subject to satisfaction or
waiver of the Conditions to the Capped Offers on or prior to the
Settlement Date) valid tenders of Notes pursuant to any of the
Capped Offers and, if so accepted, of:
(i) the aggregate nominal amount of validly tendered Notes of
each Series that have been accepted for purchase;
(ii) any Scaling Factor(s) in respect of the Notes (if applicable);
(iii) each Series Acceptance Amount;
(iv) each Benchmark Security Rate;
(v) each Clearing Spread;
(vi) each Purchase Yield; and
(vii) each Purchase Price and Accrued Interest for each Series.
The expected Settlement Date in respect of the Capped Offers is
22 September 2023.
Disclaimer
This announcement does not contain the full terms and conditions
of the Offers. The terms and conditions of the Offers are contained
in the Tender Offer Memorandum and are subject to the offer
restrictions set out below and more fully described therein. Each
Holder must make its own analysis and investigations regarding the
Offers, with particular reference to its own investment objectives
and experience and any other factors, which may be relevant to it.
If such person is in any doubt about any aspect of the Offers
and/or action it should take, including in respect of tax
consequences, it should consult its own professional advisers.
This announcement is released by the Government and contains
information that qualified or may have qualified as inside
information for the purposes of Article 7 of the Market Abuse
Regulation (EU) 596/2014 (MAR), encompassing information relating
to the Offers described above. For the purposes of MAR and Article
2 of Commission Implementing Regulation (EU) 2016/1055 and UK MAR
and Article 2 of Commission Implementing Regulation (EU) 2016/1055,
as it forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018, this announcement is made by the Minister of
Finance of the Sultanate of Oman.
Further information
J.P. Morgan Securities plc and Standard Chartered Bank have been
appointed by the Government to serve as dealer managers for the
Offer. Morrow Sodali Ltd (the " Tender Agent ") has been appointed
by the Government to act as the tender agent in connection with the
Offer.
For additional information regarding the terms of the Offer,
please contact J.P. Morgan Securities plc by email at
Em_europe_lm@jpmorgan.com and Standard Chartered Bank by email at
liability_management@sc.com. Questions regarding the tender of
Securities may be directed to Morrow Sodali Ltd via email:
Oman@investor.morrowsodali.com.
The Tender Offer Memorandum is available on the Tender Offer
Website accessible at https://projects.morrowsodali.com/Oman .
The relevant Tender Consideration, if paid by the Government
with respect to Securities accepted for purchase, will not
necessarily reflect the actual value of such Securities. Each
Holder should independently analyse the value of the Securities and
make an independent assessment of the terms of the Offers. None of
the Government, the Dealer Managers or the Tender Agent, nor any of
their respective affiliates has or will express any opinion as to
whether the terms of the Offers are fair. None of the Government,
the Dealer Managers or the Tender Agent, nor any of their
respective affiliates makes any recommendation that any Holder
submit an offer to sell or tender Securities or refrain from doing
so pursuant to any Offer, and no one has been authorised by any of
them to make any such recommendation.
Important Information
This announcement, the Tender Offer Memorandum and any other
announcements published in respect of the Offers do 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 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 each of the
Government, the Dealer Managers and the Tender Agent to inform
themselves about, and to observe, any such restrictions.
[1] Per U.S. $1,000 principal amount of the Certificates
purchased pursuant to the Any and All Offer
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END
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