REG - Hungary - Tender Offer Indicative Results

Deutsche Bank AGAnnouncement

11/01/2023 12:15

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RNS Number : 4134M  Hungary  11 January 2023

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY
JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE UNLAWFUL

January 11, 2023

HUNGARY ANNOUNCES INDICATIVE SERIES ACCEPTANCE AMOUNTS AND CLEARING SPREADS
FOR THE PURPOSES OF ITS TENDER OFFERS FOR EACH OF ITS OUTSTANDING
U.S.$2,000,000,000 5.750% NOTES DUE 2023 (OF WHICH U.S.$1,151,760,000 IS
OUTSTANDING) AND U.S.$2,000,000,000 5.375% NOTES DUE 2024 (OF WHICH
U.S.$1,642,972,000 IS OUTSTANDING).

Further to its announcement on January 4, 2023, Hungary (the "Offeror"),
announces today a non-binding indication of the level at which it expects to
set each Series Acceptance Amount and Clearing Spread for the November 2023
Notes and the March 2024 Notes (as defined below) for the purposes of its
invitations to eligible holders of its outstanding  (a) U.S.$2,000,000,000
5.750% Notes due 2023 (of which U.S.$ 1,151,760,000 is outstanding) (the
"November 2023 Notes") (ISIN: US445545AJ57 / CUSIP: 445545AJ5) and (b)
U.S.$2,000,000,000 5.375% Notes due 2024 (of which U.S.$ 1,642,972,000 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 January 4, 2023 (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.

Announcement of Indicative Series Acceptance Amounts and Clearing Spreads

The Offers expired as at the Expiration Deadline of 5:00 p.m. (New York City
Time) / 11:00 p.m. (Central Europe Time) on January 10, 2023.

In the event that the Offeror decides to accept valid tenders of Notes
pursuant to the Offers, the Offeror expects to set the Series Acceptance
Amount for the November 2023 Notes at U.S.$380,300,000 and for the March 2024
Notes at U.S.$619,700,000. On the basis of each such Series Acceptance Amount,
the Offeror expects to set the November 2023 Notes Clearing Spread at 20
basis points and the March 2024 Notes Clearing Spread at 20 basis points.

Accordingly, the Offeror expects to accept the November 2023 Notes and March
2024 Notes tendered pursuant to valid Non-Competitive Tender Instructions on
a pro rata basis, with an indicative Scaling Factor of approximately (i)
83.3627% in the case of the November 2023 Notes and (ii) 83.3637% in the case
of the March 2024 Notes. The Offeror does not expect to accept any Notes
tendered pursuant to valid Competitive Tender Instructions.

Noteholders should note that this is a non-binding indication of the level at
which the Offeror expects to set the relevant Series Acceptance Amounts and
Clearing Spreads.

Pricing

Pricing in respect of the Offers will take place at or around 7:00 a.m. (New
York City Time) / 1:00 p.m. (Central Europe Time) today, January 11, 2023.
As soon as reasonably practicable after the Pricing Time, the Offeror will
announce whether it will accept (subject to satisfaction or waiver of the New
Financing Condition on or prior to the Settlement Date) valid tenders of Notes
pursuant to any of the Offers and, if so accepted, the Final Acceptance
Amount, each Series Acceptance Amount, each Clearing Spread, each relevant
Benchmark Security Rate, each Purchase Yield, each Purchase Price and the
Accrued Interest for each Series and any Scaling Factor(s).

BNP Paribas, Citigroup Global Markets Europe AG, Deutsche Bank
Aktiengesellschaft, Goldman Sachs Bank Europe SE, and J.P. Morgan SE are
acting as Dealer Managers and Kroll Issuer Services Limited is acting as
Information and Tender Agent.

 BNP Paribas                                    Citigroup Global Markets Europe AG

                                              Reuterweg 16,
 16, boulevard des Italiens
Frankfurt am Main, DE-HE 60323,

Germany
 75009 Paris

                                              Telephone: +44 20 7986 8969; Email: liabilitymanagement.europe@citi.com
 France                                         (https://www.globenewswire.com/Tracker?data=aFBFQvcT-FppQsQ__fWeUC07BwZTs6wjUkrx5934ndKZih_Rr6RQbbRHIFUt5QlUCV_EDlgZoqC7HJKquKXDKxI-HZZf4A4koqI7mIkCV3_pH-NLEj3ApaUKvZ35-GlEofgvz9nTuZsONgzKJY4jyA==)

                                              ; Attention: Liability Management Group

 Telephone: +33 1 55 77 78 94

 Attention: Liability Management Group

 Email: liability.management@bnpparibas.com
 (mailto:liability.management@bnpparibas.com)
 Deutsche Bank Aktiengesellschaft               Goldman Sachs Bank Europe SE

 Mainzer Landstr. 11-17                         Marienturm

 60329 Frankfurt am Main                        Taunusanlage 9-10

 Germany                                        D-60329 Frankfurt am Main

 Tel: +44 20 7545 8011                          Germany

Attention: Liability Management Group

                                                Tel.: +44 207 7744836

                                                Email: liabilitymanagement.eu@gs.com

                                                Attention: Liability Management Group

 J.P. Morgan SE

 Taunustor 1 (TaunusTurm)

 60310 Frankfurt am Main

 Germany

 Tel: +44 20 7134 2468

 Email: em_europe_lm@jpmorgan.com

 Attention: Liability Management

 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: Illia Vyshenskyi

 Email: hungary@is.kroll.com

 Website: https://deals.is.kroll.com/hungary
 (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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