PANAMA CITY, Nov. 18, 2005 (PRIMEZONE) -- The Republic of Panama ("Panama") announced today that it expects to purchase for cash approximately U.S. $815 million in aggregate original principal amount of its securities listed below (each, an "Eligible Series" and collectively, the "Eligible Securities"), pursuant to its previously announced offer (the "Offer"), on the terms and subject to the conditions set forth in the offer to purchase dated November 14, 2005, as supplemented on November 15, 2005, relating to the Offer (the "Offer to Purchase"), at the price per U.S. $1,000 original principal amount of each Eligible Series set forth in the Offer to Purchase, plus accrued and unpaid interest up to, but not including, the settlement date.
The Offer expired yesterday at 11:00 A.M., New York City time.
The following table sets forth the approximate aggregate original principal amount of each Eligible Series Panama expects to purchase pursuant to the Offer, and the approximate proration factor, if any, determined by Panama with respect to such Eligible Series.
Approximate Aggregate
Original Principal
Amount Approximate
Panama Expects Proration Factor,
Eligible Series To Purchase If Any
--------------- ----------- ------
8.25% Notes Due 2008
("2008 Bonds") U.S. $449 million None
9.625% Global Bonds
Due 2011
("2011 Bonds") U.S. $165 million 40%
9.375% Global Bonds
Due 2012
("2012 Bonds") None None
10.75% U.S. Dollar-
Denominated Global
Bonds Due 2020
("2020 Bonds") U.S. $201 million None
The purchase prices per U.S. $1,000 original principal amount of each Eligible Series are as follows: for the 2008 Bonds, U.S. $1,082.50; for the 2011 Bonds, U.S. $1,185.00; and for the 2020 Bonds, U.S. $1,380.00.
The ISIN numbers for each Eligible Series are as follows: 2008 Bonds -- US698299AE47; 2011 Bonds -- US698299AP93; 2012 Bonds -- US698299AQ76; and 2020 Bonds -- US698299AM62.
Panama has initiated the Offer as part of a general program to manage its external liabilities. The Offer is scheduled to settle on November 29, 2005.
In order to finance its purchase of validly tendered Eligible Securities for cash pursuant to the Offer, Panama will be selling an issue of Global Bonds due 2026 (the "2026 Bonds") in an amount sufficient to enable Panama to purchase all of the validly tendered Eligible Securities it accepts. The 2026 Bonds will be registered with the U.S. Securities and Exchange Commission under the U.S. Securities Act of 1933, as amended, and will be offered only by means of a prospectus.
The settlement of the Offer is conditioned on settlement of the issue of the 2026 Bonds. In addition, notwithstanding any other provisions of the Offer, the settlement of the Offer is conditioned upon (a) there not having been threatened, instituted or pending any action or proceeding before any court or governmental, regulatory or administrative body that (1) makes or seeks to make illegal the purchase of any of the Eligible Securities pursuant to the Offer; (2) would or might result in a delay in, or restrict, the ability of Panama to purchase any of the Eligible Securities; or (3) imposes or seeks to impose limitations on the ability of Panama to purchase the Eligible Securities and (b) there not existing any change or development, including any prospective development, that in the sole judgment of Panama, has or may have a material adverse effect on Panama, the market price of the Eligible Securities or the value of the Eligible Securities in Panama.
For more information, you may contact Global Bondholder Services Corp., U.S. toll free (866) 873-6300, outside the U.S. (212) 430-3774, the information agent; Citibank, N.A. +44 207 508-3867, the depositary; Dexia Banque Internationale a Luxembourg, societe anonyme, 69 route d'Esch, L-2953 Luxembourg, the Luxembourg depositary; or the dealer manager.
The dealer manager for the Offer is:
Citigroup Corporate and Investment Banking
390 Greenwich Street
New York, New York 10013
United States
Inside the U.S.: Toll-Free (800) 558-3745
Outside the U.S.: Call Collect (212) 723-6108
Panama is making the Offer only in those jurisdictions where it is legal to do so. The Offer is void in all jurisdictions where it is prohibited. If materials relating to the Offer come into your possession, you are required by Panama to inform yourself of and to observe all of these restrictions. The materials relating to the Offer 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 Offer be made by a licensed broker or dealer and the dealer manager or any affiliate of the dealer manager is a licensed broker or dealer in that jurisdiction, the Offer shall be deemed to be made by the dealer manager or such affiliate on behalf of Panama in that jurisdiction.
This announcement does not constitute an offer to sell or a solicitation of an offer to buy any securities; any such offer or solicitation shall be made only by means of a prospectus duly filed with the U.S. Securities and Exchange Commission.
No dealer, salesperson or other person has been authorized to give any information or to make any representations other than those contained in the Offer to Purchase and, if given or made, such information or representations must not be relied upon as having been authorized by Panama or the dealer manager. Neither this document nor the Offer to Purchase constitutes 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.