The Gabonese Rep

Indicative Results announcement

RNS Number : 7946U
Gabonese Republic (The)
05 December 2013
 

NOT FOR DISTRIBUTION IN THE UNITED STATES (EXCEPT TO QIBS (AS DEFINED BELOW)) OR TO ANY PERSON LOCATED OR RESIDENT IN JAPAN, CANADA OR AUSTRALIA.

NOT FOR DISTRIBUTION IN ANY OTHER JURISDICTION IN WHICH THE MAKING OF THE EXCHANGE OFFER AND THE TENDER OFFER WOULD NOT BE IN COMPLIANCE WITH THE LAWS OF SUCH JURISDICTION.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS.

December 5, 2013

THE GABONESE REPUBLIC ANNOUNCES INDICATIVE RESULTS OF OFFERS IN CONNECTION WITH THE EXCHANGE OFFER AND TENDER OFFER IN RESPECT OF ITS US$1,000,000,000 8.20 PER CENT. NOTES DUE 2017
(RULE 144A CUSIP/ISIN: 362420AA9/US362420AA95; REGULATION S ISIN: XS0333225000; THE "EXISTING NOTES")

The Gabonese Republic (the "Republic") hereby announces a non-binding, indicative level of the results of the Offers in relation to its invitation to Exchange Eligible Holders (or Tender Eligible Holders that are also Exchange Eligible Holders) to offer to exchange any and all of their Existing Notes for New Notes pursuant to the Exchange Offer and/or Combined Tender Offer, and its invitation to Tender Eligible Holders to purchase their Existing Notes for cash.

The Offers were launched on November 26, 2013, and were made on the terms and subject to the conditions set out in the Exchange and Tender Offer Memorandum dated November 26, 2013 (the "Exchange and Tender Offer Memorandum"), including the offer and distribution restrictions set out in the Exchange and Tender Offer Memorandum, and this announcement should be read in conjunction with the Exchange and Tender Offer Memorandum. Capitalised terms used but not otherwise defined in this announcement have the meanings given to them in the Exchange and Tender Offer Memorandum.

The Expiration Deadline for receipt of valid submissions and/or tenders of Existing Notes by the Exchange and Tender Agent was 5:00 p.m. New York City time (10:00 p.m. London time) on December 4, 2013.

Indicative results of the Tender Offer

As at the Expiration Deadline, approximately US$442,000,000 in aggregate principal amount of Existing Notes had been validly tendered for purchase pursuant to the Tender Offer, comprising (a) approximately US$49,000,000 in aggregate principal amount of Existing Notes validly tendered pursuant to the Cash Tender Offer, and (b) approximately US$393,000,000 in aggregate principal amount of Existing Notes validly tendered pursuant to the Combined Tender Offer. As the approximate aggregate principal amount of Existing Notes validly tendered exceeds the Maximum Acceptance Amount relating to the Tender Offer, the Republic expects to accept all valid tenders of Existing Notes for purchase, subject to an expected pro-ration factor of 0.32, derived by dividing (i) the Maximum Acceptance Amount by (ii) the aggregate principal amount of the Existing Notes validly tendered in the Tender Offer, upon the terms and subject to the conditions contained in the Exchange and Tender Offer Memorandum.

In accordance with the terms of the Combined Tender Offer, the Republic expects that US$267,000,000 in aggregate principal amount of Existing Notes validly tendered pursuant to the Combined Tender Offer, but not purchased for cash as a result of such pro-ration, will also be accepted by the Republic for exchange for New Notes pursuant to and subject to the terms and conditions of the Exchange Offer.

 

Indicative results of the Exchange Offer and Combined Tender Offer

As at the Expiration Deadline, approximately US$518,000,000 in aggregate principal amount of Existing Notes had been validly submitted and/or tendered for exchange pursuant to the Exchange Offer and Combined Tender Offer, comprising (a) approximately US$251,000,000 in aggregate principal amount of the Existing Notes validly submitted pursuant to the Exchange Offer, and (b) approximately US$267,000,000 in aggregate principal amount of the Existing Notes validly tendered pursuant to the Combined Tender Offer but not expected to be purchased for cash as a result of pro rata acceptance up to the Maximum Acceptance Amount (see also "Indicative results of the Tender Offer" above). Accordingly, the Republic expects to accept all such validly submitted and/or tendered Existing Notes for exchange for New Notes, and expects that the aggregate principal amount of New Notes to be issued in connection with the Exchange Offer and Combined Tender Offer will be approximately US$611,000,000.

Pricing of the New Notes and announcement of final results of the Offers

Pricing of the New Notes (including the New Issue Yield, New Issue Price, New Issue Coupon, Exchange Ratio and maturity of the New Notes), is expected to take place at or around 1:00 p.m. New York City time (6:00 p.m. London time) today, with the pricing details and final results of the Offers to be announced as soon as reasonably practicable thereafter.

Noteholders are advised to read carefully the Exchange and Tender Offer Memorandum for full details of, and information on, the Offers.

Requests for information in relation to the Offers may be directed to:

Dealer Managers

Citigroup Global Markets Limited

Citigroup Centre

Canada Square

Canary Wharf

London El4 5LB

United Kingdom

Deutsche Bank AG, London Branch

Winchester House

1 Great Winchester Street

London EC2N 2DB

United Kingdom

Standard Chartered Bank

P.O. Box 999

Dubai

United Arab Emirates

Attention: Liability Management Group

Tel: +44 20 7986 8969 (London)

+1 800 558 3745 (Toll Free U.S.)

+1 212 723 6106 (Collect U.S.)

Email: [email protected]

Attention: Liability Management Group

Tel: +44 20 7545 8011

Email: [email protected]

Attention: Debt Capital Markets
Tel:
+971 4 508 3700

Email: [email protected]

Requests for information, documents or materials relating to the Offers may be directed to:

Exchange and Tender Agent

Citibank, N.A., London Branch

Citigroup Centre

25 Canada Square

Canary Wharf

London E14 5LB

United Kingdom

Attention: Exchange Team - Agency & Trust

Telephone:  +44 20 7508 3867

Email: [email protected]


DISCLAIMER

This announcement contains certain forward-looking information and statements. The forward-looking information is presented as of the date hereof, and the Republic expressly disclaims any obligation or undertaking to update, review or revise any forward-looking information contained in this announcement to reflect any change in its expectations or any change in events, conditions or circumstances on which such information is based unless required to do so by applicable law. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Nothing in this announcement or in the Exchange and Tender Offer Memorandum constitutes an offer to buy, subscribe or sell securities in the United States, its territories or possessions, or in any jurisdiction where it is unlawful to do so. The securities referred to in this announcement and in the Exchange and Tender Offer Memorandum have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or with any regulatory authority of any state or other jurisdiction of the United States. The securities are being offered and sold (i) in the United States to "qualified institutional buyers" ("QIBs") within the meaning of Rule 144A under the U.S. Securities Act and (ii) outside the United States pursuant to Regulation S under the U.S. Securities Act. No public offering of securities will be made in the United States. None of the Exchange Offer, the Combined Tender Offer, this announcement, the Exchange and Tender Offer Memorandum or the New Notes have been approved or disapproved by the United States Securities and Exchange Commission, any State securities commission in the United States or any other U.S. regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the Exchange Offer or the Combined Tender Offer or the New Notes or the accuracy or adequacy of this announcement or the Exchange and Tender Offer Memorandum.

The Dealer Managers take no responsibility for the contents of this announcement. If you are in any doubt as to the action you should take, you are recommended to seek your own legal, tax and financial advice (including as to any tax consequences) immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.

This document does not constitute an offer of securities to the public in the United Kingdom. This communication is directed only at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Financial Promotion Order") and (iii) or to other persons to whom it may otherwise lawfully be communicated under the Financial Promotion Order (all such persons together being referred to as "relevant persons"). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

This announcement is an advertisement and not a prospectus and investors should not subscribe for any securities referred to in this announcement, except on the basis of the final prospectus in respect of the New Notes, which will be published on the website of the Irish Stock Exchange (www.ise.ie), and the Exchange and Tender Offer Memorandum. This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, or tender, any notes or other securities of the Republic, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision relating thereto, nor does it constitute a recommendation regarding the securities of the Republic, and none of the Republic, the Exchange and Tender Agent or the Dealer Managers makes any recommendation as to whether or not Noteholders should accept New Notes and/or take (or refrain from taking) any action in any of the Offers with respect to any of such Noteholder's Existing Bonds, and none of them has authorised any person to make any such recommendation.


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