Belize receives tenders for 84.38% of notes in offer for 2034 bonds

Chicago, Sept. 24 – The government of Belize announced the results of its tender offer and consent solicitation for its $552,901,232 outstanding dollar-denominated bonds due 2034 (Cusips: 07782GAG8, P16394AG6), according to a press release late on Friday.

The government received tenders for around 84.38% of Belize’s only international issue.

Tender offer

As previously reported, Belize was offering to buy each $1,000 note for a total payment of $550.90. The total payment includes a purchase price of $517 per note plus a $33 accrued interest payment plus a $0.90 contingency account distribution.

The actual principal amount of the bonds is $526,502,100; however, interest due Aug. 20, 2020, Nov. 20, 2020 and Feb. 20, 2021 have been capitalized and now constitute the principal amount of the bonds.

Tendering noteholders are eligible to receive the accrued interest payment of $33 in lieu of accrued and unpaid interest on their bonds from Feb. 20, 2021 to Oct. 19.

As previously reported, a committee of institutional investors comprising Aberdeen Standard Investments, Grantham, Mayo, Van Otterloo & Co. LLC and Greylock Capital Management LLC holding close to half of the outstanding principal amount of the bonds agreed in principle on key indicative commercial terms of the offer and the consent solicitation.

Financing for the tender offer is expected to come from funding via The Nature Conservancy Blue Bonds for Ocean Conservation program, which uses private capital to refinance public debt of participating countries in order to support durable marine conservation efforts and sustainable marine-based economic activity.

Consent solicitation

Belize was also soliciting consents for some exit amendments to the indenture that will, among other things, enable Belize to redeem for cash any bonds not tendered in the offer. The bonds would be redeemed at the repurchase price minus the interest payment.

Consents are also being solicited to establish a custody account administered by the trustee, as custodian, to facilitate the redemption and allow for the distribution of amounts in the contingency account to eligible holders upon settlement of the offer or concurrent redemption of untendered bonds.

Each tendering noteholder is deemed to have given consent. Bonds could not be tendered without delivering consents.

Details

Noteholders who tendered their notes by 5 p.m. ET on Sept. 24, the consent deadline, will be eligible to receive the total payment.

No interest will be paid to noteholders after the consent deadline.

Noteholders who have not tendered their notes can still do so before 5 p.m. ET on Oct. 15.

The offer was conditioned upon noteholders representing at least 75% of the bonds tendering their notes.

The super-majority consent condition has been satisfied.

That condition could have been waived if Belize receives enough proceeds to acquire all of the bonds under a loan agreement being entered into by Belize and The Nature Conservancy.

The tender offer and the exit amendment remain subject to the satisfaction of the financing condition and the general conditions described in the original statement.

Settlement is planned for soon after the expiration time. On the settlement date, all of the bonds not tendered will be redeemed without the interest payment or any other additional amount.

The offer will be terminated if settlement of the offer and consent solicitation has not occurred by Nov. 19.

Citigroup Global Markets Inc. is the dealer manager and also financial adviser and ESG structuring adviser (800 558-3745, 212 723-6106).

Global Bondholder Services Corp. is the information and tender agent (212 430-3774, 866 470-3700, contact@gbsc-usa.com).

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