(ISIN Nos.: US886516AC70 and USP91528AA03; CUSIP Nos.: 886516AC7 and P91528AA0)
TIERRA DEL FUEGO, Argentina, Dec. 11, 2023 /PRNewswire/ — The Province of Tierra del Fuego (the “Province“) today announced that as of 5:00 p.m. (New York City time) on December 11, 2023, 69.36% of holders of Outstanding (as defined below) Notes had validly delivered consents pursuant to the Consent Solicitation. In order to provide Eligible Holders who have not yet participated with additional time to consider and participate in the Consent Solicitation, the Province has extended the Expiration Time of its Consent Solicitations from Eligible Holders of Notes made upon the terms and subject to the conditions set forth in the Province’s most recently amended and restated consent solicitation statement dated November 13, 2023 (as it may be amended or supplemented from time to time, the “Consent Solicitation Statement“) from 5:00 p.m. (New York City time) on December 11, 2023, to the earlier of (i) 5:00 p.m. (New York City time) on December 22, 2023, and (ii) such date and time as notified by the Province in its sole discretion that valid Consents from Holders of 75% in aggregate principal amount of the Outstanding Notes (the “Requisite Consents“) have been validly delivered and accepted pursuant to the terms of the Consent Solicitation Statement, and the other conditions described in the Consent Solicitation Statement have been satisfied or, where possible, waived, unless further extended or earlier terminated by the Province. Upon achieving the Requisite Consents, the Province will provide notice to holders that the Expiration Time shall occur on the immediately following Business Day thereafter. Capitalized terms used herein but not defined shall have the meaning assigned to them in the Consent Solicitation Statement.
Consequently, all Eligible Holders who validly deliver their consent on or prior to the Expiration Time will be eligible to receive a portion of a cash payment in a fixed aggregate amount of US$6,000,000 (the “Consent Consideration“), provided that the terms and conditions set forth in the Consent Solicitation Statement have been satisfied or, where possible, waived.
Assuming that the Province, among other things, does not further extend the Expiration Time or terminate the Consent Solicitations early, the Supplemental Indenture giving effect to the Proposed Amendments will be signed on or about the Settlement Date, and will become effective after satisfaction of the conditions set forth in the Consent Solicitation Statement, including payment of the Consent Consideration.
Eligible Holders who delivered their Consents to the Consent Solicitations prior to the date of this announcement and do not revoke such Consents in the limited circumstances set forth below prior to Expiration Time shall be considered to have accepted the terms and conditions of the Consent Solicitations. Consents once given may not be revoked, except in limited circumstances where we make a material change (adverse to the interests of Eligible Holders) to, or waive a material condition of, this Consent Solicitation, or otherwise are required by law to do so, in each case as determined by us in our sole discretion. Such revocation will be permitted for a period of time that we believe, in our sole discretion, adequate to give Eligible Holders an adequate amount of time to consider such changes and determine whether to deliver or revoke their Consents.
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.
SOURCE The Province of Tierra del Fuego
