(ISIN Nos.: US886516AC70 and USP91528AA03; CUSIP Nos.: 886516AC7 and P91528AA0)
TIERRA DEL FUEGO, Argentina, Dec. 22, 2023 /PRNewswire/ — The Province of Tierra del Fuego (the “Province“) today announced that it has obtained the Requisite Consents from Eligible Holders (as defined in the Consent Solicitation Statement (as defined below)) of Notes to effect the Proposed Amendments as set forth in the consent solicitation statement dated October 27, 2023, as most recently amended on December 13, 2023 (the “Consent Solicitation Statement“). Capitalized terms used herein but not defined shall have the meaning assigned to them in the Consent Solicitation Statement.
As of 5:00 p.m. New York City Time, on December 22, 2023 (the “Expiration Time“), the aggregate principal amount Outstanding of 90.89% of the Notes have delivered Consents to accept the Province’s Proposed Amendments, including their consent to the actions proposed in the Consent Solicitation Statement to (i) instruct the Information and Tabulation Agent, on behalf of such Holder, to provide written notice to us and the Trustee of the aggregate principal amount of Notes for which Consents have been received, and (ii) waive any Event of Default, Potential Event of Default, Prepayment Event, Trigger Event or FX Limitation Event that may have occurred or may occur under the Notes or the Indenture on or prior to the Execution Date. The Province has accepted all valid Consents delivered prior to the Expiration Time pursuant to the Consent Solicitation Statement and, as indicated in the Consent Solicitation Statement, declares expired the Consent Solicitation. The Consents given by Eligible Holders pursuant to the Consent Solicitation Statement are sufficient to render the Proposed Amendments effective for all Notes.
As a result of the Consents, Eligible Holders that delivered their consent on or prior to the Expiration Time will receive a portion of a cash payment in a fixed aggregate amount of US$6,000,000 (the “Consent Consideration“), where each Holder would receive US$33.005297 per US$1,000 original face value consented (equivalent to a Consent Consideration of US$67.35774969 per US$1,000 face value outstanding).
Upon execution of the Supplemental Indenture and satisfaction (or waiver) of all other conditions to the Consent Solicitations, the Proposed Amendments will be conclusive and binding on all holders of the Notes, whether or not they have consented to the Proposed Amendments.
The settlement date of the Consent Solicitations is expected to be December 28, 2023, or promptly thereafter (the “Settlement Date“). On the Settlement Date, (i) the Proposed Amendments will become effective, and (ii) the Province will pay the Consent Consideration to Holders who provided their Consents prior to the Expiration Time.
The Province has engaged BCP Securities, Inc. and Puente Servicios de Inversión S.A. to act as international consent solicitation agents and Puente Hnos. S.A. as local consent solicitation agent in Argentina (together with BCP Securities, Inc. and Puente Servicios de Inversión S.A., the “Consent Solicitation Agents“), Contexto Investments as Financial Advisor (the “Financial Advisor“) and Morrow Sodali International LLC is acting as the information and tabulation agent (the “Information and Tabulation Agent“). Any questions or requests for assistance regarding the Consent Solicitation may be directed to James Harper, Partner, at [email protected] or +1 203-629-2186, to Puente at [email protected] or +507-202-7805 / +54911-4329-0000 or to the Information and Tabulation Agent at [email protected].
This announcement is for informational purposes only and is not an invitation or a solicitation of consents of any holders of Notes. The Consent Solicitation is only being made pursuant to the Consent Solicitation Statement. Before making any decision with respect to delivering their consents, Eligible Holders should read the Consent Solicitation Statement. Eligible Holders, or custodians for such holders, of Notes may obtain a copy of the Consent Solicitation Statement by download, following registration, via the Consent Website https://projects.morrowsodali.com/tierradelfuego; or contacting the Information, and Tabulation Agent at its email address [email protected] or telephone numbers +1 203 609 4910 (Stamford) or +44 20 4513 6933 (London).
The Province will make (or cause to be made) all announcements regarding the Consent Solicitation by press release in accordance with applicable law.
NONE OF THE CONSENT SOLICITATION AGENTS, THE TRUSTEE, THE INFORMATION AND TABULATION AGENT, THE FINANCIAL ADVISOR NOR ANY OF THEIR RESPECTIVE DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS OR REPRESENTATIVES MAKES ANY RECOMMENDATION AS TO WHETHER HOLDERS SHOULD DELIVER THEIR CONSENTS PURSUANT TO THE CONSENT SOLICITATION, AND NO ONE HAS BEEN AUTHORIZED BY ANY OF THEM TO MAKE SUCH A RECOMMENDATION. EACH HOLDER MUST MAKE ITS OWN DECISION AS TO WHETHER TO CONSENT TO THE PROPOSED AMENDMENTS.
The distribution of materials relating to the Consent Solicitation may be restricted by law in certain jurisdictions. The Consent Solicitation is void in all jurisdictions where it is prohibited. If materials relating to the Consent Solicitation come into your possession, you are required by the Province to inform yourself of and to observe all of these restrictions, including whether you are a Holder pursuant to the laws of your jurisdiction. The materials relating to the Consent Solicitation, including this communication, 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 Consent Solicitation be made by a licensed broker or agent and the Consent Solicitation Agents or any affiliate of the Consent Solicitation Agents is a licensed broker or agent in that jurisdiction, the Consent Solicitation shall be deemed to be made by the Consent Solicitation Agents or such affiliate on behalf of the Province in that jurisdiction. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
Forward-Looking Statements
This announcement contains certain “forward-looking” statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward- looking statements are based on current plans, estimates and projection, and therefore you should not put undue reliance on them. These statements are likely to relate to, among other things, the Province’s goals, plans and projections regarding its financial position, results of operations, expenses, performance or the outcome of contingencies such as legal proceedings, which are based on current expectations that involve inherent risks and uncertainties, including internal or external factors that could delay, divert or change any of them in the next several years. The Province undertakes no obligation to publicly update any forward- looking statement, whether as a result of new information, future events or otherwise.
Notice to Holders In the United States
The Province is making this announcement in reliance on exemptions from the registration requirements of the Securities Act. These exemptions apply to offers and sales of securities that do not involve a public offering. The modified Notes have not been recommended by any U.S. or non-U.S. securities authorities, and these authorities have not determined that this announcement is accurate or complete. Any representation to the contrary is a criminal offense.
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SOURCE The Province of Tierra del Fuego
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