QUITO, Ecuador, July 30, 2020 /PRNewswire/ — The Republic of Ecuador (the “Republic” or “Ecuador“) announced today that, following a hearing before the United States District Court for the Southern District of New York (the “Court“), it is extending the Expiration Date and the Consent Deadline of its Invitation relating to approximately U.S.$17.4 billion of its external bonds (the “Eligible Bonds“) from 5:00 p.m. Central European Time on Friday, July 31, 2020, to 5:00 p.m. Central European Time on Monday, August 3, 2020 (the “New Consent Deadline and Expiration Date“). The terms and conditions of the Invitation are described in the invitation memorandum dated July 20, 2020 (the “Invitation Memorandum“). Capitalized terms not defined herein have the meaning ascribed to them in the Invitation Memorandum. As set forth in the Invitation Memorandum, the Republic reserved the right in its sole discretion to extend the Consent Deadline and Expiration Date at any time.
On July 20, 2020, the Republic commenced a solicitation of consents from eligible holders to amend each series of Eligible Bonds and their respective indentures (the “Consent Solicitation“) and, in conjunction with the Consent Solicitation, the Republic also announced it was inviting those Eligible Holders (as defined below) to exchange their Eligible Bonds for a package of New Securities to be issued by the Republic under a new master indenture (the “Invitation to Exchange“). The Invitation to Exchange and the Consent Solicitation, together, are hereinafter referred to as the “Invitation“. As set forth in the Invitation, the Consent Deadline and the Expiration Date are scheduled for 5:00 p.m. Central European time on July 31, 2020 (the “Original Consent Deadline and Expiration Date“).
On July 29, 2020, Contrarian Capital Management (“Contrarian“) and GMO Emerging Country Debt Fund, GMO Emerging Country debt Investment Fund plc and GMO Emerging Country Debt (UCITS) Fund (collectively, “GMO” and together with Contrarian, “Claimants“) filed a federal securities class action against the Republic of Ecuador (the “Republic” or “Ecuador“) in the Court seeking a preliminary injunction against the Republic in relation to the Invitation. A hearing was held before the Court on July 30, 2020. Following this hearing, the Republic agreed to an extension of the Consent Deadline and Expiration Date to the New Consent Deadline and Expiration Date of 5:00 p.m. Central European Time on Monday, August 3, 2020, and pursuant to this announcement and in accordance with the Invitation the Republic is announcing that it will extend the Invitation from the Original Consent Deadline and Expiration Date to the New Consent Deadline and Expiration Date.
Except as set forth in this announcement, the terms of the Invitation are not modified or amended. The original settlement date and settlement deadline for the Invitation as described in the Invitation Memorandum remain unchanged.
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 Consent Solicitation and Invitation to Exchange to Eligible Holders of Eligible Bonds is only being made pursuant to the Invitation. Holders of Eligible Bonds should read the Invitation Memorandum carefully prior to making any decision with respect to delivering their consents or tendering their securities because it contains important information.
Ecuador will make (or cause to be made) all announcements regarding the Invitation by press release in accordance with applicable law.
Ecuador has not registered the Invitation or the Eligible Bonds under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities law. The Invitation may not be 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 is being made only 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 have returned a duly completed eligibility letter (available on the website of the Information, Tabulation and Exchange Agent, at https://gbsc-usa.com/ecuador) certifying that they are within one of the categories described in the immediately preceding sentence are 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 MAKES ANY RECOMMENDATION AS TO WHETHER HOLDERS SHOULD DELIVER THEIR CONSENTS OR TENDER THEIR ELIGIBLE BONDS PURSUANT TO THE INVITATION, 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 OR TENDER THEIR ELIGIBLE BONDS.
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):
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. If you have any questions about how to tender your Eligible Bonds in the Invitation, you should contact the Information, Tabulation and Exchange Agent. Requests for additional copies of the Invitation Memorandum, the eligibility letter or any other related documents may also 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
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
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SOURCE The Republic of Ecuador