Results of Tender Offer

Oman (Government of Sultanate of)

20 September 2023

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN ANY JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 ("MAR") AND ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014, AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR")

THE GOVERNMENT OF THE SULTANATE OF OMAN

represented by

THE MINISTRY OF FINANCE

(the "Government")

20 September 2023

THE GOVERNMENT ANNOUNCES SERIES ACCEPTANCE AMOUNTS AND PRICING FOR THE PURPOSES OF ITS CAPPED OFFERS (AS SUCH TERM IS DEFINED BELOW) FOR EACH OF ITS OUTSTANDING:

(i)         U.S.$1,250,000,000 4.875 PER CENT. NOTES DUE 2025 (XS1944412664/US68205LAA17/68205LAA1) (THE "2025 NOTES");

(ii)        U.S.$2,500,000,000 4.750 PER CENT. NOTES DUE 2026 (XS1405777589/US682051AC17/682051AC1) (THE "2026 NOTES"); AND

(iii)       U.S.$2,000,000,000 5.375 PER CENT. NOTES DUE 2027 (XS1575967218/US682051AE72/682051AE7) (THE "2027 NOTES", COLLECTIVELY WITH THE 2025 NOTES AND THE 2026 NOTES, THE "NOTES" AND TOGETHER WITH THE CERTIFICATES, THE "SECURITIES" AND EACH, A "SERIES").

Background

On 12 September 2023, the Government announced an invitation to the holders of: (i) the Certificates to tender any and all such Certificates for purchase by the Government for cash, subject to satisfaction or waiver of certain conditions described in the Tender Offer Memorandum dated 12 September 2023 (as amended by the announcement of an updated timetable released by the Government dated 13 September 2023) (the "Tender Offer Memorandum") (such invitation, the "Any and All Offer"); and (ii) the 2025 Notes, the 2026 Notes and the 2027 Notes to tender such Notes for purchase by the Government for cash subject to the Maximum Aggregate Note Purchase Amount (each such invitation, a "Capped Offer" and together, the "Capped Offers" and together with the Any and All Offer, the "Offers"), in each case, on the terms and subject to the conditions set out in the Tender Offer Memorandum. Capitalised terms used in this announcement but not defined herein have the meanings given to them in the Tender Offer Memorandum.

Further to its announcements on 12 September 2023, 13 September 2023, 19 September 2023 and 20 September 2023, the Government now announces the final results and pricing for the purposes of its Capped Offers.

Final Results of the Capped Offers

The Government intends to accept for purchase U.S.$546,322,000 in aggregate nominal amount of the Notes tendered pursuant to the Capped Offers, subject to satisfaction or waiver of the conditions to the Capped Offers  set out in the Tender Offer Memorandum on or prior to the Settlement Date, as follows:

1.         in respect of the 2025 Notes, all Non-Competitive Tender Instructions submitted in an amount of U.S.$244,390,000 without any pro rata scaling; and

2.         in respect of the 2027 Notes, all Non-Competitive Tender Instructions submitted in an amount of U.S.$301,932,000 without any pro rata scaling.

The Government does not intend to accept any Competitive Tender Instructions in respect of the 2025 Notes and 2027 Notes.

Furthermore, the Government does not intend to accept any Tender Instructions in respect of the 2026 Notes and, accordingly, the Series Acceptance Amount for the 2026 Notes is U.S.$0.

A summary of the final pricing appears below:

Series	Outstanding Principal Amount	Clearing Spread	Benchmark Security Rate	Purchase Yield	Scaling Factor	Purchase Price[1]	Series Acceptance Amount	Aggregate principal amount of Notes remaining outstanding following settlement of the Capped Offers	Accrued Interest1
2025 Notes	U.S.$1,149,156,000	+55 basis points	5.337%	5.887%	N/A	U.S.$986.91	U.S.$244,390,000	U.S.$904,766,000	U.S.$6.91
2027 Notes	U.S.$1,928,793,000	+125 basis points	4.679%	5.929%	N/A	U.S.$982.86	U.S.$301,932,000	U.S.$1,626,861,000	U.S.$2.09

The expected Settlement Date in respect of the Capped Offers is 22 September 2023. All Notes that are not accepted for purchase pursuant to the Capped Offers will be returned on Settlement Date.

Disclaimer

This announcement does not contain the full terms and conditions of the Offers.  The terms and conditions of the Offers are contained in the Tender Offer Memorandum and are subject to the offer restrictions set out below and more fully described therein. Each Holder must make its own analysis and investigations regarding the Offers, with particular reference to its own investment objectives and experience and any other factors, which may be relevant to it. If such person is in any doubt about any aspect of the Offers and/or action it should take, including in respect of tax consequences, it should consult its own professional advisers.

This announcement is released by the Government and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), encompassing information relating to the Offers described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055 and UK MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, this announcement is made by the Minister of Finance of the Sultanate of Oman.

Further information

J.P. Morgan Securities plc and Standard Chartered Bank have been appointed by the Government to serve as dealer managers for the Offer. Morrow Sodali Ltd (the "Tender Agent") has been appointed by the Government to act as the tender agent in connection with the Offer. 

For additional information regarding the terms of the Offer, please contact J.P. Morgan Securities plc by email at [e-mail]  and Standard Chartered Bank by email at [e-mail]. Questions regarding the tender of Securities may be directed to Morrow Sodali Ltd via email: [e-mail].

The Tender Offer Memorandum is available on the Tender Offer Website accessible at https://projects.morrowsodali.com/Oman.

The relevant Tender Consideration, if paid by the Government with respect to Securities accepted for purchase, will not necessarily reflect the actual value of such Securities. Each Holder should independently analyse the value of the Securities and make an independent assessment of the terms of the Offers. None of the Government, the Dealer Managers or the Tender Agent, nor any of their respective affiliates has or will express any opinion as to whether the terms of the Offers are fair. None of the Government, the Dealer Managers or the Tender Agent, nor any of their respective affiliates makes any recommendation that any Holder submit an offer to sell or tender Securities or refrain from doing so pursuant to any Offer, and no one has been authorised by any of them to make any such recommendation.

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[1] Per U.S. $1,000 principal amount of the Notes purchased pursuant to the Capped Offers.

 

END