REG - Chile (Rep.of) (MoF) - USD and EUR Exchange Offer: correction of error

HSBC HoldingsAnnouncement

25/07/2023 17:00

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RNS Number : 1540H  Min of Finance of the Rep. of Chile  25 July 2023

 

PRESS
RELEASE

July 7, 2023

Exchange Offer for U.S. Dollar-Denominated Notes: Correction of Manifest Error

Santiago, Chile: On July 6, 2023, the Republic of Chile ("Chile") published a
press release announcing pricing terms for its U.S. Dollar-denominated offer
to exchange its 3.125% Notes due 2025 (the "2025 Notes"), among other series
of Eligible Notes, for 2036 Notes or 2054 Notes (such press release, the
"Pricing Press Release" and such invitation to exchange, the "USD
Invitation"). In addition, on July 7, 2023, Chile published a press release
announcing the results of such exchange offer, including the amount of 2036
Notes and 2054 Notes to be issued as a result of the USD Invitation (the
"Results Press Release"). Chile is publishing this press release to (i)
correct a manifest error in the pricing terms of the 2025 Notes included in
the Pricing Press Release and (ii) amend the resulting amount of 2036 Notes
and 2054 Notes to be issued in the USD Invitation, as published in the Results
Press Release. Capitalized terms used herein and not otherwise defined shall
have the meaning ascribed to them in the prospectus supplement relating to the
USD Invitation filed by Chile with the Securities and Exchange Commission on
June 27, 2023 (the "Prospectus Supplement").

Except as expressly amended hereby to the extent specifically provided herein,
all terms of the USD Invitation contemplated in the Prospectus Supplement, the
Pricing Press Release and Results Press Release and all other disclosures set
forth in such documents remain unchanged and are hereby expressly incorporated
into this press release.

The Pricing Press Release is hereby amended to correct a manifest error in the
Exchange Ratio applicable to the 2025 Notes. The table below sets for the
corrected Exchange Ratio for the 2025 Notes, based on Chile's determination of
the Eligible Notes Applicable Yield and the New Notes Applicable Yield
applicable to such series.

2025 Notes in Exchange for 2036 Notes

 Eligible Notes Reference Treasury  Spotted Reference UST Yield*  Eligible Notes Spread (in basis points)  Eligible Notes Applicable Yield  Exchange Price**  Eligible Notes Present Value***  Exchange Ratio****
 4.250% due 5/31/2025               5.152%                        + 0                                      5.152%                           $ 967.21          $ 976.32                         1.004217

2025 Notes in Exchange for 2054 Notes

 Eligible Notes Reference Treasury  Spotted Reference UST Yield*  Eligible Notes Spread (in basis points)  Eligible Notes Applicable Yield  Exchange Price**  Eligible Notes Present Value***  Exchange Ratio****
 4.250% due 05/31/2025              5.152%                        + 0                                      5.152%                           $ 967.21          $ 976.32                         0.996458

_____________

*Spotted at or around 10:00 a.m., New York City time, on July 6, 2023.

**Exclusive of accrued interest.

***Inclusive of accrued interest.

****The ratio of the Eligible Notes Present Value to the New Notes Present
Value.

The Results Press Release is hereby amended to correct the aggregate principal
amount of 2036 Notes and 2054 Notes to be issued in exchange for all USD
Eligible Notes pursuant to the USD Invitation. As corrected, the aggregate
principal amount of 2036 Notes to be issued in exchange for all USD Eligible
Notes pursuant to the USD Invitation is US$499,852,623, and the aggregate
principal amount of 2054 Notes to be issued in exchange for all USD Eligible
Notes pursuant to the USD Invitation is US$381,658,578.

* * * * * * * * * *

This announcement is not an offer or a solicitation of offers to exchange or
tender any securities. Any offer was made solely by documents prepared in
connection with the Invitation. The distribution of materials relating to any
offer, and the transactions contemplated by any offer, may be restricted by
law in certain jurisdictions. If materials relating to any offer come into
your possession, you are required by Chile to inform yourself of and to
observe all of these restrictions. The materials relating to any offer does
not constitute, and may not be used in connection with, an offer or
solicitation in any place where such offers or solicitations are not permitted
by law.

The Information and Depositary Agent for the Invitation is Global Bondholder
Services Corporation. The website for the Invitation is:
https://www.gbsc-usa.com/chile/
(https://urldefense.com/v3/__https:/www.gbsc-usa.com/chile/__;!!AcBi8707M5M!vTQjJBtM9YS9FikbBvO50FLbnFXITr4NAIS7F1yfhOk-J3k55wRhZkH4eTaUNqR7q_p7qRBPnWwyCalr6I5VXA$)
. Any questions concerning the Invitation or requests for copies of the
documents may be directed to the Information and Depositary Agent at the
contact information provided below.

 

Global Bondholder Services Corporation

65 Broadway - Suite 404

New York, New York 10006

Attn: Corporate Actions

 

Banks and Brokers call: (212) 430-3774

Toll free (855) 654-2015

Email: contact@gbsc-usa.com (mailto:contact@gbsc-usa.com)

 

The Dealer Managers for the USD Invitation are:

 

 Credit Agricole Securities (USA) Inc.                 HSBC Securities (USA) Inc.                 Santander US Capital Markets LLC

 1301 Avenue of the Americas, 8th Floor                452 Fifth Avenue                           437 Madison Avenue, 7th Floor

 New York, New York 10019                              New York, NY 10018                         New York, New York 10022

 Email: us.liabilitymanagement@ca-cib.com              Toll Free: +1 (888) HSBC-4LM               Email: USDCMLM@santander.us (mailto:USDCMLM@santander.us)
 (mailto:us.liabilitymanagement@ca-cib.com)

                                                     Collect: +1 (212) 525-5552                 Phone: +1 (212) 940-1442
 Phone: +1 (866) 807-6030

                                                     Email: liability.management@hsbcib.com     Attention: Liability Management Team
 Attention: Liability Management                       (mailto:liability.management@hsbcib.com)

 Scotia Capital (USA) Inc.                                                                        SG Americas Securities, LLC

 250 Vesey St                                                                                     245 Park Avenue

 New York, New York 10281                                                                         New York, New York 10167

 Email: LM@scotiabank.com (mailto:LM@scotiabank.com)                                              Email: liability.management@sgcib.com (mailto:liability.management@sgcib.com)

 Phone: +1-833-498-1660                                                                           Phone:  +1 855 851 2108

 Attention: Liability Management Group                                                            Attention: Liability Management

Questions regarding the Invitation may also be directed to the Dealer Managers
at the above contacts.

Chile has filed a registration statement (including a prospectus) with the SEC
for the offering of securities. Before you make any decision related to this
communication, you should read the prospectus in that registration statement
and other documents that Chile has filed with the SEC for more complete
information about Chile and this announcement. You may obtain these documents
for free by visiting EDGAR on the SEC website at www.sec.gov
(http://www.sec.gov) . Alternatively, Chile or any participating underwriter
or dealer will arrange to send you the prospectus or any prospectus supplement
in connection herewith if you request it by calling Credit Agricole Securities
(USA) Inc., at +1 (866) 807-6030, HSBC Securities (USA) Inc., at +1 (866)
811-8049, Santander US Capital Markets LLC, at +1 (212) 940-1442, Scotia
Capital (USA) Inc., at +1 (833) 498 1660, SG Americas Securities, LLC, at +1
855 851 2108.

The following additional information of Chile and regarding the New Notes is
available from the SEC's website and also accompanies this free-writing
prospectus:

 

https://www.sec.gov/Archives/edgar/data/19957/000110465923072353/tm2318446d1_18k.htm
(https://www.sec.gov/Archives/edgar/data/19957/000110465923072353/tm2318446d1_18k.htm)

https://www.sec.gov/Archives/edgar/data/19957/000110465922011948/tm225317d1_sb.htm
(https://www.sec.gov/Archives/edgar/data/19957/000110465922011948/tm225317d1_sb.htm)

https://www.sec.gov/Archives/edgar/data/19957/000110465923075660/tm2319570d8_424b2.htm
(https://www.sec.gov/Archives/edgar/data/19957/000110465923075660/tm2319570d8_424b2.htm)

https://www.sec.gov/Archives/edgar/data/19957/000110465923078618/tm2320733d1_fwp.htm
(https://www.sec.gov/Archives/edgar/data/19957/000110465923078618/tm2320733d1_fwp.htm)

https://www.sec.gov/Archives/edgar/data/19957/000110465923078984/tm2320825d1_fwp.htm
(https://www.sec.gov/Archives/edgar/data/19957/000110465923078984/tm2320825d1_fwp.htm)

Important Notice

This announcement is not an offer to exchange or a solicitation of an offer to
sell the Eligible Notes. The Invitation were made only by and pursuant to the
terms of a prospectus filed with the SEC.

The distribution of materials relating to the New Notes Offerings and the
Invitation, and the transactions contemplated by the New Notes Offerings and
the Invitation, may be restricted by law in certain jurisdictions.  Each of
the New Notes Offerings and the Invitation were made only in those
jurisdictions where it is legal to do so. The New Notes Offerings and the
Invitation are void in all jurisdictions where they are prohibited. If
materials relating to the New Notes Offerings or the Invitation come into your
possession, you are required to inform yourself of and to observe all of these
restrictions. The materials relating to the New Notes Offerings and the
Invitation do not constitute, and may not be used in connection with, an offer
or solicitation in any place where offers or solicitations are not permitted
by law. If a jurisdiction requires that the New Notes Offerings or the
Invitation be made by a licensed broker or dealer and a dealer manager
participating in the Invitation or any affiliate of any such dealer manager is
a licensed broker or dealer in that jurisdiction, the New Notes Offerings or
the Invitation, as the case may be, shall be deemed made by such dealer
manager or such affiliate in that jurisdiction. Owners who may lawfully
participate in the Invitation in accordance with the terms thereof are
referred to as "holders."

Stabilization/FCA

No securities are intended to be offered, sold or otherwise made available to
and should not be offered, sold or otherwise made available to any retail
investor in any Member State of the European Economic Area ("EEA").  For
these purposes, a retail investor means a person who is one (or more) of: (i)
a retail client, as defined in point (11) of Article 4(1) of Directive
2014/65/EU (as amended, "MiFID II"); (ii) a customer within the meaning of
Directive (EU) 2016/97 (as amended, the "Insurance Distribution Directive"),
where that customer would not qualify as a professional client as defined in
point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as
defined in Article 2 of Regulation (EU) 2017/1129 (as amended or superseded,
the "Prospectus Regulation").  Consequently, no key information document
required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation")
for offering or selling any securities or otherwise making them available to
retail investors in the EEA has been prepared and therefore any offering or
selling of any securities or otherwise making them available to any retail
investor in the EEA may be unlawful under the PRIIPs Regulation.

No securities are intended to be offered, sold or otherwise made available to
and should not be offered, sold or otherwise made available to any retail
investor in the United Kingdom (the "UK").  For these purposes, (a) a retail
investor means a person who is one (or more) of: (i) a retail client, as
defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms
part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018
("EUWA"); (ii) a customer within the meaning of the provisions of the
Financial Services and Markets Act 2000 ("FSMA") and any rules or regulations
made under the FSMA to implement the Insurance Distribution Directive, where
that customer would not qualify as a professional client as defined in point
(8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of UK
domestic law by virtue of the EUWA; or (iii) an investor who is not a
qualified investor as defined in Article 2 of the UK Prospectus Regulation,
and (b) the expression "offer" includes the communication in any form and by
any means of sufficient information on the terms of the offer and the
securities to be offered so as to enable an investor to decide to purchase or
subscribe for the securities.  Consequently, no key information document
required by the PRIIPs Regulation, as it forms part of UK domestic law by
virtue of the EUWA (the "UK PRIIPs Regulation"), for offering or selling
securities or otherwise making them available to retail investors in the UK
has been prepared and therefore any offering or selling of securities or
otherwise making them available to any retail investor in the UK may be
unlawful under the UK PRIIPs Regulation.

The expression "UK Prospectus Regulation" means the Prospectus Regulation, as
it forms part of UK domestic law by virtue of the EUWA.

Neither this communication is, nor any other offer material relating to the
Invitation will be, made, and this communication has not been approved, by an
authorized person for the purposes of section 21 of the FSMA. This
announcement is for distribution only to persons who (a) are outside the
United Kingdom; or (b) have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order"); (c) are
persons falling within Article 49(2)(a) to (d) ("high net worth companies,
unincorporated associations etc.") of the Order; or (d) are persons to whom an
invitation or inducement to engage in investment activity (within the meaning
of section 21 of the Financial Services and Markets Act 2000) in connection
with the issue or sale of any securities may otherwise lawfully be
communicated or caused to be communicated (all such persons together being
"relevant persons"). This announcement is directed only at relevant persons
and must not be acted on or relied on by persons who are not relevant persons.
Any investment or investment activity to which this document relates is
available only to relevant persons and will be engaged in only with relevant
persons.

*              *              *

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APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS
OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS
COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.

 

 

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