North American Development Bank (NADB) Announces Results and Upsizing of its Cash Tender Offer to up to $279,988,000 of its 2.40% Notes Due 2022

SAN ANTONIO, May 20, 2020 /PRNewswire/ -- North American Development Bank or "NADB," today announced the results of its previously announced cash tender offer (the "Offer") to purchase up to U.S.$225,000,000 aggregate principal amount of its outstanding 2.40% Notes Due 2022 (the "Notes") and that it has increased the size of the Offer. The Offer was made pursuant to an Offer to Purchase dated May 13, 2020 (the "Offer to Purchase"), which set forth the terms and conditions of the Offer.

As of the previously announced expiration time of 5:00 p.m., New York City time, on May 19, 2020 (the "Expiration Time"), according to information provided by D.F. King & Co., Inc., the Information and Tender Agent for the Offer, a total of U.S.$377,638,000 aggregate principal amount of Notes had been validly tendered in the Offer.  This amount includes U.S.$1,350,000 aggregate principal amount tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase and Notice of Guaranteed Delivery, dated May 13, 2020, which amount remains subject to the holders' performance of the delivery requirements under such procedures. 

NADB has elected to increase the size of the Offer and accept validly tendered Notes in an aggregate principal amount of U.S.$279,988,000, including Notes tendered pursuant to the guaranteed delivery procedures and delivered in accordance with the terms of the Offer to Purchase. As a result of the oversubscription of the Offer, notwithstanding the increase in size, NADB will accept Notes on a prorated basis in accordance with the terms of the Offer to Purchase.

The table below sets forth the aggregate principal amount of the Notes validly tendered by the Expiration Time, the principal amount of such tendered Notes that will be accepted for purchase by NADB and the proration percentage.  NADB will not accept any further tenders. To the extent Notes tendered pursuant to the guaranteed delivery procedures are not delivered within two business days following the Expiration Time, NADB will accept other Notes validly tendered at or prior to the Expiration Time, pro rata, to the extent required to purchase U.S.$279,988,000 aggregate principal amount of Notes.

Holders whose Notes have been accepted for purchase will receive the purchase price of U.S.$1,045 (the "Purchase Price") per U.S.$1,000 principal amount of those Notes accepted for purchase, plus accrued and unpaid interest from the last interest payment date to but excluding the Settlement Date (as defined below). 

The Offer is subject to NADB's receipt of aggregate net proceeds from an offering of new NADB notes (the "New Notes Offering") sufficient to fund the aggregate Purchase Price plus accrued interest in respect of all Notes tendered and accepted for purchase in the Offer.

Payment of the Purchase Price for any Notes validly tendered at or prior to the Expiration Time and accepted for payment is expected to take place on May 29, 2020 (subject to change without notice and no earlier than closing date of the New Notes Offering) (the "Settlement Date"). The Settlement Date will not occur prior to the closing of the New Notes Offering.

This announcement is neither an offer to sell nor a solicitation of offers to buy any of the Notes. Neither NADB, nor the Dealer Managers, nor the Information and Tender Agent make any recommendation that any holder of the Notes tender or refrain from tendering all or any portion of the principal amount of such holder's Notes. Holders must make their own decisions whether to tender any Notes, and if so, decide on the principal amount of the Notes to tender. NADB's securities are obligations of NADB only. The Notes, including any interest or return of discount on the securities, are not guaranteed by and are neither debts nor obligations of the United States or any federal agency or instrumentality or entity other than NADB. The Offer is being made only upon the terms and subject to the conditions set forth in the Offer to Purchase dated May 13, 2020.

This announcement does not constitute an invitation to participate in the Offer in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such an offer under applicable securities laws or otherwise.

The distribution of materials relating to the Offer, and the transactions contemplated by the Offer, may be restricted by law in certain jurisdictions where it is legal to do so. The Offer is void in all jurisdictions where it is prohibited. If materials relating to the Offer come into your possession, you are required by NADB to inform yourself of and to observe all of these restrictions. The materials relating to the Offer 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 Offer be made by a licensed broker or dealer and a Dealer Manager or any affiliate of a Dealer Manager is a licensed broker or dealer in that jurisdiction, the Offer shall be deemed to be made by the Dealer Manager or such affiliate on behalf of NADB in that jurisdiction.

NADB is a binational development financing institution established on January 1, 1994, by the Governments of the United States and Mexico for the purpose of financing environmental infrastructure projects in the U.S.-Mexico border region, as well as providing technical and other assistance to support the development of such projects. 

CONTACT: D.F. King, [email protected]

SOURCE North American Development Bank