14th Jun 2022 14:33
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 FINAL ACCEPTANCE AMOUNT, SERIES ACCEPTANCE AMOUNTS AND PRICING 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 announcements on June 7, 2022 and June 14, 2022, Hungary (the "Offeror"), now announces the final results and pricing 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.
Final Results
The Offeror intends to accept for purchase U.S.$1,188,724,000 in aggregate nominal amount of the Notes, subject to satisfaction or waiver of the New Financing Condition on or prior to the Settlement Date.
In respect of the February 2023 Notes, the Offeror now announces that it intends to accept for purchase U.S.$558,286,000 in aggregate nominal amount of the February 2023 Notes without proration. The February 2023 Notes Purchase Price will be U.S.$1,014.95 per U.S.$1,000 in principal amount of the February 2023 Notes. The Offeror will also pay Accrued Interest in respect of the February 2023 Notes accepted for purchase approximately equal to U.S.$17.17 per U.S.$1,000 in principal amount of the February 2023 Notes.
In respect of the November 2023 Notes, the Offeror now announces that it has determined that the November 2023 Notes Clearing Spread will be 90 basis points. The Series Acceptance Amount in relation to the November 2023 Notes will be U.S.$479,400,000 and the November 2023 Notes Purchase Price will be U.S.$1,023.58 per U.S.$1,000 in principal amount of the November 2023 Notes. The Offeror further announces that it has determined that it will accept for purchase November 2023 Notes tendered pursuant to valid Non-Competitive Tender Instructions without proration. The Offeror will not accept for purchase any November 2023 Notes tendered pursuant to Competitive Tender Instructions. The Offeror will also pay Accrued Interest in respect of the November 2023 Notes accepted for purchase approximately equal to U.S.$3.83 per U.S.$1,000 in principal amount of the November 2023 Notes.
In respect of the March 2024 Notes, the Offeror now announces that it has determined that the March 2024 Notes Clearing Spread will be 95 basis points. The Series Acceptance Amount in relation to the March 2024 Notes will be U.S.$151,038,000 and the March 2024 Notes Purchase Price will be U.S.$1,019.62 per U.S.$1,000 in principal amount of the March 2024 Notes. The Offeror further announces that it has determined that it will accept for purchase March 2024 Notes tendered pursuant to valid Non-Competitive Tender Instructions without proration. The Offeror will not accept for purchase any March 2024 Notes tendered pursuant to Competitive Tender Instructions. The Offeror will also pay Accrued Interest in respect of the March 2024 Notes accepted for purchase equal to U.S.$12.09 per U.S.$1,000 in principal amount of the March 2024 Notes.
A summary of the final pricing of the Notes appears below:
Series | Fixed Spread / Clearing Spread | Benchmark Security Rate | Purchase Yield | Purchase Price | Series Acceptance Amount | Accrued Interest |
February 2023 Notes | 55 basis points | 2.580 per cent. | 3.130 per cent. | U.S.$1,014.95 (per U.S.$1,000 in principal amount) | U.S.$558,286,000 | U.S.$17.17 (per U.S.$1,000 in principal amount) |
November 2023 Notes | 90 basis points | 3.138 per cent. | 4.038 per cent. | U.S.$1,023.58 (per U.S.$1,000 in principal amount) | U.S.$479,400,000 | U.S.$3.83 (per U.S.$1,000 in principal amount) |
March 2024 Notes | 95 basis points | 3.262 per cent. | 4.212 per cent. | U.S.$1,019.62 (per U.S.$1,000 in principal amount) | U.S.$151,038,000 | U.S.$12.09 (per U.S.$1,000 in principal amount) |
The expected Settlement Date for the Offers is June 16, 2022.
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 16, boulevard des Italiens 75009 Paris France
Telephone: +33 1 55 77 78 94 Attention: Liability Management Group Email: [email protected] | Deutsche Bank Aktiengesellschaft Mainzer Landstr. 11-17 60329 Frankfurt am Main Germany Tel: +44 20 7545 8011Attention: Liability Management Group |
Goldman Sachs Bank Europe SE Marienturm Taunusanlage 9-10 D-60329 Frankfurt am Main Germany
Tel.: +44 207 7744836 Email: [email protected] Attention: Liability Management Group | ING Bank N.V. Foppingadreef 7 1102 BD Amsterdam The Netherlands
In Europe: Tel: +44 20 7767 6784 Email: [email protected] Attention: Liability Management Team
In the United States: Tel: +1 646 424 8972
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J.P. Morgan SE Taunustor 1 (TaunusTurm) 60310 Frankfurt am Main Germany
Tel: +44 20 7134 2468 Email: [email protected] Attention: Liability Management
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THE INFORMATION AND TENDER AGENT | |
Kroll Issuer Services Limited
The Shard 32 London Bridge Street London SE1 9SG United Kingdom Telephone: +44 (0)20 7704 0880 Attention: Arlind Bytyqi / Jacek Kusion Email: [email protected] 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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Hungary. 41