Belize Announces Successful Settlement of Cash Tender Offer and Redemption of All US Dollar Bonds Due 2034 | New

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BELMOPAN from Belize, November 5, 2021 / PRNewswire / – The Government of Belize (“Belize“) announces today that it has settled its public tender offer (the”Offer“) to purchase its US Dollar Bonds maturing in 2034 (the”Obligations“) made to the Offer and to the redemption (the”Redemption“) of all Bonds which have not been tendered to the Offer. As a result of the settlement of the Offer and of the Redemption, Belize reduced the principal of its external debt by about US $$ 250 million (representing around 12% of from Belize gross domestic product), which will significantly improve the sustainability of its financial situation.

“The government of Belize is delighted to announce the successful settlement of this important and groundbreaking transaction, ”said from Belize Prime Minister, Jean Briceño. “Our expectation is that this transaction will pave the way for strong and sustainable economic growth and allow Belize to achieve its marine conservation objectives.

Belize financed the purchase and redemption of its Bonds with funding provided by a subsidiary of The Nature Conservancy (“TNC“) as part of TNC’s Blue Bonds for Ocean Conservation program, which uses private capital to refinance the public debt of participating countries to support sustainable marine conservation efforts and sustainable sea-based economic activity. Affiliates of Credit Suisse Group AG arranged the financing transaction The International Development Finance Corporation of the United States provided political risk insurance and the United States Embassy to Belize also provided significant support to the transaction.

Being an integral part of the transaction, Belize fully pre-financed (in the amount of US$ 23.45 million) an endowment account for marine conservation. This endowment account will be dedicated to support future marine conservation projects in Belize. Still as part of the transaction, Belize is committed to advancing certain conservation objectives related to its marine environment.

As part of the regulation, Belize and Bank of New York Mellon (“BNYM“), in its capacity as Trustee, entered into the Fourth Supplementary Trust Deed (the”Fourth complementary act“) amending the existing trust deed dated March 20, 2013, to allow Belize to, among other things, (i) redeem all the Bonds not delivered at a price equal to the Redemption Price and (ii) allow Belize fulfill and fulfill its obligations under the deed by depositing the redemption price (which is equal to the purchase price paid to the holders of tendered bonds) and the distribution of the provident account for the bonds not deposited in a securities account administered by BNYM, in its capacity as depositary, for the benefit of the beneficial owners who have not tendered their Bonds to the Offer.

Due to the Offer and the Redemption, and Belize having deposited the required funds into the Securities Account today, all from Belize The bonds were canceled and, as a result of from Belize deposit of the required sums in the Securities Account, Belize has been released and discharged from any claims arising out of the Obligations or the Act in accordance with the terms of the Fourth Supplementary Act.

As specified in the Redemption Notice issued today by from Belize information agent, so that a beneficial owner of the repurchased Bonds receives the Redemption Price and the Emergency Account Distribution for each of its Bonds, the applicable DTC Participant through which that beneficial owner held the Bonds is required to submit a Redemption Certificate Form representing, among other things, that this owner was the beneficial owner of the redeemed Bonds applicable on the Redemption Date. The repurchased Bonds have been canceled and have become non-transferable to date.

Citigroup Global Markets Inc. acted as from Belize Financial advisor and ESG structuring advisor and also as Dealer Manager in the context of the Offer and the solicitation of consent. Global Bondholder Services Corporation acted as information and tender agent, HallMark Advisory acted as from Belize Senior Negotiator and National Financial and Conservation Advisor, Lee Buchheit acted like from Belize Strategic Advisor and Sullivan & Cromwell LLP acted as from Belize Jural advisor.

Any questions or requests for assistance regarding the buyback should be addressed to from Belize information agent for the Redemption as indicated below. All capitalized terms used but not defined in this document have the respective meanings specified in the Offer to Purchase and the Consent Solicitation Statement, dated September 13, 2021 (as amended and supplemented).

Information agent for redemption

Business restructuring Epiq, LLC

777 Third Avenue, 12th floor

New York, New York State 10017

[email protected]

Information and tender agent for the public tender offer and the solicitation of consents

Global Bondholder Services Company

65 Broadway, suite 404

new York, New York 10006

Attention: Corporate actions

E-mail: [email protected]

Banks and Brokers Call: +1 (212) 430-3774

Toll free: (866) 470-3700

Financial advisor and ESG structuring advisor

and

Dealer manager

Citigroup World Markets Inc.

388 Greenwich Street, 7th Floor

new York, New York 10013

Attention: Accountability Management Group

Toll free: (800) 558-3745

Collect: +1 (212) 723-6106

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Important Notice

This press release is for informational purposes only and does not constitute an offer of securities for sale in United States or a solicitation of consents from any holder of securities, and none of the Bonds have been or will be registered under the Securities Act of 1933 (the “Securities Act”) or the securities laws of any other jurisdiction. Unless registered under the Securities Act, the Bonds may only be offered in connection with transactions exempt from registration under the Securities Act. This press release does not constitute an offer to sell the Bonds, nor the solicitation of an offer to buy any securities, in any state or other jurisdiction in which any offer, solicitation or sale would be illegal. This press release does not constitute, and may not be used in connection with, an offer or solicitation in any location where the offers or solicitations are not permitted by law.

This press release and any other document and / or material relating to it is not written and the press release and such documents and / or material have not been approved by an authorized person for the purposes of section 21 of the Financial Services and Markets Act 2000. Accordingly, this press release is not issued and related documents and / or materials have not been distributed, and should not be transmitted, to persons in the UK (“United Kingdom”) other than (i) persons falling under section 43 (2) of the Financial Services and Markets Act 2000 of 2005 (as amended, the ” ‘), Including existing members and creditors of Belize or (ii) any other person to whom they may lawfully be made in circumstances where section 21 (1) of the Financial Services and Markets Act 2000 (the “FSMA”) does not apply and (all the persons described in (i) and (ii) above being together referred to as “Data subjects”). In the United Kingdom, any investment or investment activity to which this press release or any related document and / or material relates is available only to Relevant Persons and will only be undertaken with Relevant Persons. Any person in the United Kingdom who is not a Relevant Person should not act or rely on this press release or any document and / or related material or any of its or its contents.

NONE OF BELIZE OR ITS ADVISORS OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS OR RESPECTIVE REPRESENTATIVES HAVE RECOMMENDED THAT THE HOLDERS SHOULD PARTICIPATE IN ANY SOLICITATION FOR CONSENT OR OFFER TO PURCHASE THAT MAY BE ANNOUNCED BELIZE.

Cheeky-Look at the statements

This press release contains certain forward-looking statements (as that term is defined in the Securities Act) relating to Belize. These statements are based on the beliefs of certain officials of Belize and others as well as a number of assumptions and estimates which are inherently subject to significant uncertainties, many of which are beyond Belize’s control. Future events may differ materially from those expressed or implied by these forward-looking statements. The words “anticipates”, “believes”, “contemplates”, “estimates”, “expects”, “plans”, “intends”, “projections” and similar expressions, with regard to Belize, are intended to identify forward-looking statements. Such statements reflect the current views of Belize with respect to future events and are subject to certain risks, uncertainties and assumptions. Belize assumes no obligation to update or revise forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks and uncertainties, there can be no assurance that the events described or implied in the forward-looking statements contained in this press release will actually occur.

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SOURCE The government of Belize

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