Source - RNS
RNS Number : 7931K
State of Montenegro
12 April 2018
 

STATE OF MONTENEGRO
REPRESENTED BY THE GOVERNMENT OF MONTENEGRO,
ACTING BY AND THROUGH ITS MINISTRY OF FINANCE
ANNOUNCES FINAL RESULTS OF ITS INVITATIONS FOR OFFERS TO SELL €280,000,000 5.375 per cent. Notes due 2019, €500,000,000 3.875 per cent. Notes due 2020 and €300,000,000 5.750 per cent. Notes due 2021 FOR CASH

 12 April 2018

Further to its announcements on 5 April 2018 and earlier today, the State of Montenegro represented by the Government of Montenegro, acting through its Ministry of Finance (the "Issuer") announces the final results of its invitations to holders of the €280,000,000 5.375 per cent. Notes due 2019 (ISIN: XS1069342407 / XS1069342746) (of which €280,000,000 principal amount is currently outstanding, the "2019 Notes"), the €500,000,000 3.875 per cent. Notes due 2020 (ISIN: XS1205717702 / XS1205720169) (of which €500,000,000 principal amount is currently outstanding, the "2020 Notes") and the €300,000,000 5.750 per cent. Notes due 2021 (ISIN: XS1377508996 / XS1377511511) (of which €300,000,000 principal amount is currently outstanding, the "2021 Notes" and together with the 2019 Notes and the 2020 Notes, the "Notes") to submit offers ("Offers" and each series of Notes, a "Series") to sell their Notes to the Issuer for cash.

The invitations (the "Invitations") by the Issuer to holders of Notes were made on the terms and subject to the conditions contained in the tender offer memorandum dated 5 April 2018 (the "Tender Offer Memorandum") and constituted a separate Invitation with respect to each Series and the term "Invitation" shall, where the context so admits, be construed accordingly.

The Invitations have now expired and no further Notes can be tendered for purchase.

The Issuer is pleased to announce the final results of the Invitations and acceptance of the valid tenders of the Notes pursuant to the Invitations.

The Final Acceptance Amount is €362,351,000 in aggregate principal amount of the Notes.

Subject to the satisfaction or waiver of the New Issue Condition on or prior to the Settlement Date, the Issuer will accept all Notes validly tendered pursuant to the Invitations without scaling and therefore all Notes which benefitted from Notes Priority and all Notes which did not benefit from Notes Priority will be accepted for purchase.

In respect of the 2019 Notes:

Aggregate principal amount of 2019 Notes validly tendered pursuant to the Invitation

Series Acceptance Amount

 

Series Acceptance Amount which benefitted from Notes Priority

 

Series Acceptance Amount which did not benefit from Notes Priority

 

Scaling Factor

 

€110,895,000

€110,895,000

Not applicable.

Not applicable.

Not applicable.

 



 

In respect of the 2020 Notes:

Aggregate principal amount of 2020 Notes validly tendered pursuant to the Invitation

Series Acceptance Amount

 

Series Acceptance Amount which benefitted from Notes Priority

 

Series Acceptance Amount which did not benefit from Notes Priority

 

Scaling Factor

 

€178,903,000[1]

€178,903,000

Not applicable.

Not applicable.

Not applicable.

 

In respect of the 2021 Notes:

Aggregate principal amount of 2021 Notes validly tendered pursuant to the Invitation

Series Acceptance Amount

 

Series Acceptance Amount which benefitted from Notes Priority

 

Series Acceptance Amount which did not benefit from Notes Priority

 

Scaling Factor

 

€72,553,000

€72,553,000

Not applicable.

Not applicable.

Not applicable.

 

The expected Settlement Date for the Invitations is 19 April 2018, subject to the satisfaction or waiver of the New Issue Condition on or prior to the Settlement Date.

Notes accepted for purchase will be cancelled and not reissued or resold.

Notes not tendered or accepted for purchase pursuant to the Invitations will remain outstanding.

Capitalised terms used in this announcement have the meanings ascribed to them in the Tender Offer Memorandum.

For further information:

A complete description of the terms and conditions of the Invitations is set out in the Tender Offer Memorandum. Further details about the transaction can be obtained from:

The Joint Dealer Managers:

Deutsche Bank AG, London Branch
Telephone: +44 (0) 20 7545 8011
Attention: Liability Management Group

Erste Group Bank AG
Telephone: +43 50100 87492
Attention: Fixed Income Syndicate Desk
Fax: +43 (0) 5 0100 987492
Email: FISyndicate0604@erstegroup.com

Société Générale
In London:
Telephone: +44 20 7676 7680
Attention: Liability Management
Email: [email protected]

In the United States:
Toll-free: +1 (855) 881 2108
Collect: +1 (212) 278 6964

The Tender Agent:

Citibank, N.A., London Branch
Tel: +44 (0) 20 7508 3867
Email: [email protected]

The Joint Dealer Managers do not take responsibility for the contents of this announcement and none of the Issuer, the Joint Dealer Managers, the Tender Agent, or any of their respective directors, employees or affiliates makes any representation or recommendation whatsoever regarding the Invitations, or any recommendation as to whether Holders should tender Notes in the Invitations. This announcement must be read in conjunction with the Tender Offer Memorandum. No invitation to acquire any Notes is being made pursuant to this notice. Any such invitations are only being made in the Tender Offer Memorandum and any such acquisition or acceptance of the Invitations should be made solely on the basis of information contained in 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 Invitations. If any Holder is in any doubt as to the action it should take, it is recommended to seek its own advice, including as to any tax consequences, from its stockbroker, bank manager, solicitor, accountant or other independent adviser.

This announcement is released by State of Montenegro and contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 ("MAR"), encompassing information relating to the Invitations described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Dragan Darmanovic (General Director for State Treasury) at Ministry of Finance of Montenegro.

General

This Announcement, the Tender Offer Memorandum and any related documents do not constitute an offer to buy Notes or a solicitation of an offer to sell the Notes, and tenders of Notes in the Offers will not be accepted from holders of Notes, in any jurisdiction in which such offer or solicitation is unlawful. 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 the Issuer, the Joint Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

Legal Entity Identifier: 747800V014106FYLL014



[1]    Reflecting a late instruction received in respect of €200,000 in aggregate principal amount of 2020 Notes accepted for purchase pursuant to the Invitation, thereby increasing the amount of €178,703,000 as announced in the indicative results announcement earlier today.


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