QUITO, Ecuador, Aug. 14, 2020 /PRNewswire/ -- The Republic of Ecuador (the "Republic") announced today that it is seeking the consents of holders representing a majority of the aggregate principal amount Outstanding of all Series of Eligible Bonds to extend the Settlement Deadline of the Republic's previously announced solicitation of consents to certain modifications to the Eligible Bonds and invitation to exchange Eligible Bonds for New Securities of the Republic (together, the "Invitation"). The terms and conditions of the Invitation are described in the invitation memorandum dated July 20, 2020 (as amended, the "Invitation Memorandum"). Capitalized terms used herein but not defined herein shall have the meanings ascribed thereto in the Invitation Memorandum.
Pursuant to the Invitation Memorandum, the Republic will terminate the Invitation on August 20, 2020 (the "Settlement Deadline") if the settlement has not occurred by such date; provided that, the Republic has the right to extend the Settlement Deadline to September 1, 2020, with the consent of Eligible Holders representing a majority of the aggregate principal amount Outstanding of all Series of Eligible Bonds, as reasonably determined by the Republic in its sole discretion. The Invitation Memorandum provides that Eligible Holders who wished to have their Consent and Tender Orders certified for the purposes of extending the Settlement Deadline were required to quote a Unique Identifier Code in their Electronic Tender Instruction in Euroclear or Clearstream.
The Invitation is contingent upon the satisfaction of the condition that, on or prior to the settlement of the Invitation, the International Monetary Fund (the "IMF") shall have announced an IMF staff level agreement on a new funded program for Ecuador (the "IMF Condition"). The Republic is in continued negotiations with the IMF to satisfy the IMF Condition.
Accordingly, in accordance with the terms of the Invitation Memorandum, the Republic is seeking the consent of Eligible Holders to extend the Settlement Deadline to September 1, 2020 by contacting directly those Eligible Holders that quoted a Unique Identifier Code in their Electronic Tender Instruction.
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Eligible Holders, or custodians for such holders, of Eligible Bonds may obtain a copy of the Invitation Memorandum by contacting the Information, Tabulation and Exchange Agent at the contact information set forth below, or by download, following registration, via: https://gbsc-usa.com/ecuador.
This announcement is for informational purposes only and is not an invitation or a solicitation of consents of any holders of Eligible Bonds. The Invitation to Eligible Holders of Eligible Bonds was only made pursuant to the Invitation Memorandum.
Ecuador will continue to make (or cause to be made) all announcements regarding the Invitation by press release in accordance with applicable law.
Ecuador did not register the Invitation, the Eligible Bonds or the New Securities under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities law. The Invitation was not made in the United States or to any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Invitation was only made to (A) "qualified institutional buyers" as defined in Rule 144A under the Securities Act, (B) "accredited investors" within the meaning of Rule 501(a)(1), (2), (3) or (7) of Regulation D under the Securities Act ("institutional accredited investors") and (C) (x) persons outside the United States, (y) if located within a member state of the European Economic Area or in the United Kingdom, a "qualified investor" as defined in Regulation (EU) 1129/2017, and (z) if located outside the EEA or the UK, is eligible to receive this invitation under the laws of its jurisdiction. Only holders of Eligible Bonds who returned a duly completed eligibility letter certifying that they were within one of the categories described in the immediately preceding sentence were authorized to receive and review the Invitation Memorandum and to participate in the Invitation ("Eligible Holders").
NONE OF THE DEALER MANAGER, THE TRUSTEE, THE INFORMATION, TABULATION AND EXCHANGE AGENT, THE FINANCIAL ADVISOR NOR ANY OF THEIR RESPECTIVE DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS OR REPRESENTATIVES MADE ANY RECOMMENDATION AS TO WHETHER HOLDERS SHOULD DELIVER THEIR CONSENTS OR TENDER THEIR ELIGIBLE BONDS PURSUANT TO THE INVITATION, AND NO ONE WAS AUTHORIZED BY ANY OF THEM TO MAKE SUCH A RECOMMENDATION.
The Invitation Memorandum is available from the Information, Tabulation and Exchange Agent.
The Information, Tabulation and Exchange Agent for the Invitation is:
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 (866)-470-3800
(For Eligible Institutions only):
Email: [email protected]
Any questions regarding the terms of the Invitation should be directed to the Dealer Manager or the Information, Tabulation and Exchange Agent at their respective addresses and telephone numbers set forth on this communication. Requests for additional copies of the Invitation Memorandum, the eligibility letter or any other related documents may be directed to the Information, Tabulation and Exchange Agent.
The Dealer Manager for the Invitation is:
Citigroup Global Markets Inc.
390 Greenwich St, 1st Floor
New York, NY 10013
Attention: Liability Management Group
U.S. Toll-free: +1-800-558-3745
Email: [email protected]
The Republic of Ecuador
Ministry of Economy and Finance Av. Amazonas entre Pereira y Unión Nacional de Periodistas
Plataforma Gubernamental de Gestión Financiera, Pisos 10 y 11 Quito, Ecuador
(Financial Advisor to the Republic of Ecuador)
121 Boulevard Haussmann
SOURCE The Republic of Ecuador