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 QUALIFIES OR MAY QUALIFY AS INSIDE INFORMATION WITHIN THE
MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU)
596/2014 AS IT FORMS PART OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE
OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018
THE REPUBLIC OF UZBEKISTAN
ANNOUNCES FINAL RESULTS OF TENDER OFFER
28 May 2024 - On 17 May 2024, the
Republic of Uzbekistan (the "Issuer" or "Uzbekistan"), represented by the
Ministry of Economy and Finance of the Republic of Uzbekistan
announced an invitation to holders (the "Noteholders") of the UZS
2,500,000,000,000 14.00% Notes due 2024 (the "Notes") issued by the Issuer (Reg S
ISIN: XS2365392450 / Reg S Common Code: 236539245 / 144A ISIN:
US91822Q2F39 / 144A CUSIP: 91822Q2F3) to tender their Notes for
purchase by the Issuer for cash, subject to the offer and
distribution restrictions and upon the terms and conditions set
forth in a tender offer memorandum dated 17 May 2024 (the
"Tender Offer Memorandum"),
in accordance with the procedures described therein. The invitation
to tender the Notes for purchase is referred to herein as the
"Tender Offer".
Capitalised terms used in this
announcement but not defined have the meanings given to them in the
Tender Offer Memorandum.
The Tender Offer has been made
subject to the terms and conditions set forth in the Tender Offer
Memorandum, including the settlement of the issuance of a new
series of notes by the Issuer (such settlement, the "Financing Condition"). On 27 May 2024,
the Issuer signed a subscription agreement in respect of an issue
of UZS 3,000,000,000,000 16.625% Notes due 2027 and the Issuer
therefore currently expects the Financing Condition to be satisfied
by the Payment Date (as defined below).
The Issuer hereby informs
Noteholders that, subject to the satisfaction or waiver (at the
sole discretion of the Issuer) of the Financing Condition, it has
accepted for purchase all Notes validly tendered pursuant to the
Tender Offer at or prior to 10:00 pm (London time) on 24 May 2024
at the Purchase Price as set forth in the table below:
|
|
Outstanding
Principal
Amount
|
ISIN /
Common Code
Reg S Notes
|
|
|
|
Total Aggregate Principal Amount of
Notes Accepted for Purchase
|
Outstanding Principal Amount
Following Settlement of the Tender Offer
|
|
UZS
2,500,000,000,000 14.00% Notes due 2024
|
UZS
2,500,000,000,0001
|
XS2365392450/ 236539245
|
US91822Q2F39/ 91822Q2F3
|
UZS
10,000,000 per UZS 10,000,000
in principal amount of
Notes2
|
UZS
12,687.70 per U.S.$1
|
UZS
2,162,570,000,000
|
UZS
337,430,000,000
|
1
As at 28 May 2024.
2
Payment of the Purchase Price, along with Accrued Interest
Amounts, shall be made in U.S. Dollars, calculated as set out
below.
On or about 29 May 2024 (the
"Payment Date"), subject to
the conditions described in the Tender Offer Memorandum,
Noteholders of such Notes will be paid: (i) the Purchase Price for
the validly tendered and accepted Notes, and (ii) the Accrued
Interest Amount from (and including) the immediately preceding
interest payment date up to but not including the Payment
Date.
Payment of the Purchase Price and
Accrued Interest Amounts shall be made in U.S. Dollars and will be
calculated by the Tender Agent for payment in U.S. Dollars by
dividing the relevant Soum amounts by the FX Rate, where
"FX Rate" means UZS
12,687.70 per U.S.$1.
The Notes acquired in the Tender
Offer will be cancelled.
The Tender Offer has now expired and
no further Notes can be tendered for purchase.
Notes that have not been
successfully tendered and accepted for purchase pursuant to the
Tender Offer in accordance with the terms and conditions set out in
the Tender Offer Memorandum will remain outstanding.
The
Dealer Managers
The Dealer Managers for the Tender
Offer are:
Citigroup Global Markets Limited
Citigroup Centre
Canada Square
Canary Wharf
London E14
5LB
United Kingdom
For information by telephone: +44 20
7986 8969
E-mail:
liabilitymanagement.europe@citi.com
Attention: Liability Management
Group
J.P. Morgan Securities plc
25 Bank Street
Canary Wharf
London E14 5JP
United
Kingdom
For information by telephone: +44 20
7134 2468
E-mail:
em_europe_lm@jpmorgan.com
Attention: Liability
Management
Société
Générale
17, cours
Valmy
92987 Paris
La Défense cedex
France
For
information by telephone: +33 1 42 13 32 40
E-mail:
liability.management@sgcib.com
Attention:
Liability Management
Standard Chartered
Bank
One Basinghall Avenue
London EC2V
5DD
United
Kingdom
For
information by telephone: +44 207 885 5739
Email: Liability_Management@sc.com
Attention: Liability Management
The
Tender Agent
The Tender
agent for the Tender Offer is:
Citibank, N. A.,
London Branch
Citigroup
Centre
Canada
Square
Canary
Wharf
London E14
5LB
United
Kingdom
Telephone:
+44 20 7508 3867
Email:
Citiexchanges@citi.com
DISCLAIMER
This announcement must be read in
conjunction with the Tender Offer Memorandum. No offer or
invitation to acquire or exchange any notes is being made pursuant
to this announcement. This announcement and the Tender Offer
Memorandum contain important information, which must be read
carefully. If any Noteholder is in any doubt as to the contents of
this announcement or the Tender Offer Memorandum, 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. This
announcement is for informational purposes only.