THE REPUBLIC OF SURINAME ANNOUNCES THE RESULTS OF ITS INVITATION FOR OFFERS TO TENDER FOR CASH ITS 7.95% CASH/PIK SECURITIES DUE 2033
PARAMARIBO, Suriname, Oct. 31, 2025 /PRNewswire/ -- The Republic of Suriname (the "Republic" or "Suriname"), announced today the results of its invitation, dated October 23, 2025 (the "Invitation"), for each holder to submit offers (the "Offers") to tender for cash its 7.95% Cash/PIK Notes due 2033 (collectively, the "Securities"), upon the terms and subject to the conditions described in the Invitation. The Invitation and withdrawal rights expired at 5:00 p.m., New York time on October 30, 2025. The settlement of validly tendered and accepted Securities is expected to occur on or about November 6, 2025 (the "Settlement Date"), as updated from the date originally contemplated in the Invitation, subject to the terms and conditions set forth in the Invitation. The Republic reserves the right, in its sole discretion, to delay the Settlement Date.
The Republic has accepted all validly tendered Securities for purchase in full, subject to the terms and conditions set forth in the Invitation, and therefore no proration factor is being applied.
The Republic reserves the right, in its sole discretion, to accept Offers received after the expiration of the Invitation, subject to applicable law and the terms and conditions described in the Invitation. Any such acceptance of late tenders will be made on a case-by-case basis and may be limited in amount or scope.
The following table sets forth the results of the Invitation, and the principal amount of the Securities that will remain outstanding after repurchase of the Securities accepted by the Republic:
| Securities |
CUSIPs and ISINs |
Principal Amount |
Principal |
Percentage of Principal Amount Tendered |
Expected Principal Amount to be Accepted for Purchase(1) |
Principal Amount Accepted for Purchase |
Principal Amount to Remain Outstanding After Repurchase(1) |
| 7.95% Cash/PIK Notes due 2033 (the "Securities") |
Rule 144A CUSIP: 86886PAC6 ISIN: US86886PAC68 Regulation S CUSIP: P68788AC5 ISIN: USP68788AC53 |
U.S.$693,770,384.00 |
U.S.$419,834,373.00 |
60.51 % |
U.S.$419,834,373.00 |
U.S.$ 419,834,373.00 |
U.S.$273,936,011.00 |
| |
|
|
|
|
|
|
|
| (1) Remains subject to the terms and conditions set forth in the Invitation, including the Financing Condition, and may be subject to the acceptance of late tenders, if any. |
Holders whose Securities are accepted for purchase by the Republic will be entitled to receive for such Securities the applicable purchase price plus applicable accrued and unpaid interest to (but excluding) the Settlement Date ("Accrued Interest"). The aggregate purchase price plus Accrued Interest to be paid by the Republic is expected to be U.S.$431,175,149.26.
Consummation of the Invitation on the Settlement Date remains subject to the satisfaction by the Republic of the Financing Condition, as described in the Invitation.
Any holder who fails to make delivery of Securities in accordance with the Invitation shall not be entitled to receive any payment therefor unless the Republic, in its sole discretion, determines to waive any such failure.
The Republic will cancel the Securities purchased pursuant to the Invitation following the Settlement Date in accordance with the terms of the Securities.
The complete terms and conditions of the Invitation are described in the Invitation, a copy of which may be obtained from Global Bondholder Services Corporation (the "Information and Tender Agent"), who can be reached at https://www.gbsc-usa.com/suriname, [email protected], by telephone at 1 (855) 654-2014 (U.S. Toll-free) and (212) 430-3774, or in writing at 65 Broadway, Suite 404, New York, NY 10006.
The Dealer Manager for the Invitation is BofA Securities, Inc. (the "Dealer Manager") and can be reached regarding the terms of the Invitation by telephone at +1 (646) 855-8988 (collect) or +1 (888) 292-0070 (U.S. Toll-free).
Disclaimer
This announcement is not an offer to purchase or the solicitation of an offer to sell the Securities. The invitation for each holder to submit Offers was only made pursuant to the Invitation.
The materials relating to 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. The Invitation does not constitute an offer to buy or a solicitation of an offer to sell any securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. If materials relating to the Invitation come into the possession of any person, such person is required to inform themselves of and observe all of these restrictions. In any jurisdiction in which the Invitation was required to be made by a licensed broker or dealer and in which the Dealer Manager or any of its affiliates is so licensed, it was deemed to be made by the Dealer Manager or such affiliates on behalf of Suriname. See "Certain Legal Restrictions" and "Jurisdictional Restrictions" in the Invitation.
Suriname will make (or cause to be made) all announcements regarding the Invitation by press release issued to an international news service, which is expected to be PR Newswire or another appropriate international news service, (the "News Service"). See "The Invitation – Communications".
Important Notice
This Invitation does not constitute, and may not be used in connection with, an offer or solicitation by anyone in any jurisdiction in which an offer or solicitation is not authorized or in which the person making an offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make an offer or solicitation. Neither Suriname nor the Dealer Manager accepts any responsibility for any violation by any person of the restrictions applicable in any jurisdiction.
In any jurisdiction in which the Invitation was required to be made by a licensed broker or dealer and in which any Dealer Manager or any of its affiliates was so licensed, it was deemed to have been made by the Dealer Manager or such affiliates.
European Economic Area
The Invitation is not intended to be offered, or otherwise made available to and should not be offered or otherwise made available to any retail investor in 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"); or (ii) a customer within the meaning of Directive 2016/97/EC (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. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Securities or otherwise making them or the Invitation available to retail investors in the EEA has been prepared and therefore making the Invitation or offering or selling the Securities or otherwise making them or the Invitation available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
United Kingdom
The Invitation is not intended to be offered, or otherwise made available to and should not be offered or otherwise made available to any retail investor in the United Kingdom ("UK"). For these purposes, 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 domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended, the "EUWA"); (ii) a customer within the meaning of the provisions of the UK Financial Services and Markets Act 2000 (as amended, the "FSMA") and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, 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 domestic law by virtue of the EUWA. Consequently, no key information document required by Regulation (EU) No 1286/2014 (the "UK PRIIPs Regulation") for offering or selling the Securities or otherwise making them or the Invitation available to retail investors in the UK has been prepared and therefore making the Invitation or offering or selling the Securities or otherwise making them or the Invitation available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.
The communication of the Invitation and any other offer material relating to the Invitation are not being made, and such documents and/or materials have not been approved, by an authorized person for the purposes of section 21 of the FSMA. Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the UK. The communication of such documents and/or materials is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is only directed at and may be communicated to persons (i) who 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 "Financial Promotion Order"), (ii) who fall within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Promotion Order, (iii) who are outside the UK, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any securities, including this Invitation, may otherwise lawfully be communicated in accordance with the Financial Promotion Order (such persons together being "relevant persons"). Any investment or investment activity to which this Invitation or these other documents and/or materials relate are available only to relevant persons and will be engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this Invitation or these other documents and/or materials or any of its or their contents.
SOURCE The Republic of Suriname
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