The United Mexican States Announces Tender Results

Published: Aug. 9, 2022 at 8:00 AM CDT

MEXICO CITY, Aug. 9, 2022 /PRNewswire/ -- The United Mexican States ("Mexico") previously announced an offer to purchase for cash (the "Switch Tender Offer") its outstanding notes of the series set forth in the table below (collectively, the "Old Notes"), on the terms and subject to the conditions contained in the Offer to Purchase, dated August 8, 2022 (the "Offer to Purchase"). Mexico has instructed Goldman Sachs & Co. LLC, as the billing and delivering bank for the Switch Tender Offer, to accept, subject to the terms and conditions contained in the Offer to Purchase, all validly submitted Switch Tenders in aggregate principal amounts for each series of Old Notes as set forth below. All capitalized terms used but not defined in this communication have the respective meanings specified in the Offer to Purchase.

The Aggregate Maximum Purchase Amount is U.S.$486,861,000 principal amount.

The aggregate principal amount of Switch Tenders of each series of Old Notes and the aggregate principal amount of Switch Tenders of such series that have been accepted (the Maximum Purchase Amount of each series) are shown in the table below. Appropriate adjustments have been made so that purchases are made in the minimum denominations set forth in the Offer to Purchase.

Accepted Principal Amounts of Old Notes


Old Notes

Aggregate
Principal Amount
of Switch Tenders

Aggregate Principal
Amount of Switch
Tenders Accepted

6.750% Global Notes due 2034

U.S.$9,544,000

U.S.$9,444,000

6.050% Global Notes due 2040

U.S.$24,858,000

U.S.$24,858,000

4.280% Global Notes due 2041

U.S.$149,325,000

U.S.$149,325,000

4.750% Global Notes due 2044

U.S.$10,544,000

U.S.$10,544,000

5.550% Global Notes due 2045

U.S.$0

U.S.$0

4.600% Global Notes due 2046

U.S.$4,182,000

U.S.$4,182,000

4.350% Global Notes due 2047

U.S.$10,269,000

U.S.$10,147,000

4.600% Global Notes due 2048

U.S.$10,116,000

U.S.$10,116,000

4.500% Global Notes due 2050

U.S.$27,611,000

U.S.$27,611,000

5.000% Global Notes due 2051

U.S.$18,959,000

U.S.$18,959,000

4.400% Global Notes due 2052

U.S.$45,608,000

U.S.$45,608,000

3.771% Global Notes due 2061

U.S.$176,067,000

U.S.$176,067,000




The settlement of the Switch Tender Offer is scheduled to occur on Monday, August 15, 2022 (the "Switch Tender Offer Settlement Date"), subject to change without notice.  Failure to deliver Old Notes on time may result, in the Billing and Delivering Bank's sole discretion, in any of the following: (i) the cancellation of your tender and your becoming liable for any damages resulting from that failure, and/or (ii) the delivery of a buy-in notice for the purchase of such Old Notes, executed in accordance with customary brokerage practices for corporate fixed income securities, and/or (iii) the cancellation of your tender and your remaining obligated to purchase your allocation of New Notes in respect of your related Indication of Interest. Mexico reserves the right, in its sole discretion, not to accept any or all Switch Tender Orders and to terminate the Switch Tender Offer for any reason.

The Dealer Managers for the Switch Tender Offer are:

BBVA Securities Inc.

1345 Avenue of the
Americas, 44th Floor
New York, NY 10105

Tel: +1-212-728-2446

Goldman Sachs & Co.
LLC

200 West Street

New York, NY 10282
Tel: +1-212-357-1452

J.P. Morgan Securities
LLC

383 Madison Avenue,
6th Floor

New York, NY 10179

Tel: +1-212-834-7279

Natixis Securities
Americas LLC

1251 Avenue of the
Americas, 5th Floor

New York, NY 10020

Tel: +1-212-698-3108





The Billing and Delivering Bank for this Switch Tender Offer is: Goldman Sachs & Co. LLC.

Questions regarding the Switch Tender Offer may be directed to the Dealer Managers at the above contact.

The Offer to Purchase may be downloaded from the Information Agent's website at www.dfking.com/ums or obtained from the Information Agent, D. F. King & Co., Inc., at ums@dfking.com or from any of the Dealer Managers.

Important Notice

The distribution of materials relating to the Switch Tender Offer and the transactions contemplated by the Switch Tender Offer may be restricted by law in certain jurisdictions. The Switch Tender Offer is void in all jurisdictions where it is prohibited. If materials relating to the Switch Tender Offer come into your possession, you are required by Mexico to inform yourself of and to observe all of these restrictions. The materials relating to the Switch Tender Offer, 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 Switch Tender Offer be made by a licensed broker or dealer and a Dealer Manager or any affiliate of a Dealer Manager is a licensed broker or dealer in that jurisdiction, the Switch Tender Offer, as the case may be, shall be deemed to be made by the Dealer Manager or such affiliate on behalf of Mexico in that jurisdiction. Owners who may lawfully participate in the Switch Tender Offer in accordance with the terms thereof are referred to as "holders."

This press release 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.

This communication, the preliminary prospectus supplement and the Offer to Purchase are only being distributed to and are only directed at (i) persons who are outside the UK or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). Any investment or investment activity to which the Offer to Purchase or the New Notes Offering relates will only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire the same will be engaged in only with, relevant persons. The New Notes will only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire the New Notes will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on the Offer to Purchase, the prospectus supplement or any of their contents.

In Belgium, the New Notes Offering and the Switch Tender Offer are not directly or indirectly, being made to, or for the account of, any person other than to qualified investors (gekwalificeerde beleggers/investisseurs qualifiés) within the meaning of Article 2(e) Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC. (Règlement (UE) 2017/1129 du 14 juin 2017 du Parlement européen et du Conseil concernant le prospectus à publier en cas d'offre au public de valeurs mobilières ou en vue de l'admission de valeurs mobilières à la négociation sur un marché réglementé, et abrogeant la directive 2003/71/CE / Verordening (EU) 2017/1129 van het Europees Parlement en de Raad van 14 juni 2017 betreffende het prospectus dat moet worden gepubliceerd wanneer effecten aan het publiek worden aangeboden of tot de handel op een gereglementeerde markt worden toegelaten en tot intrekking van Richtlijn 2003/71/EG), as amended or replaced from time to time (Belgian Qualified Investor), that do not qualify as consumers (consumenten/consommateurs) within the meaning of Article I.1, 2° of the Belgian Code of Economic Law of February 28, 2013 (Wetboek van economisch recht/Code de droit économique), as amended or replaced from time to time (Consumers). A Consumer within the meaning of Article I.1, 2° of the Belgian Code of Economic Law is any natural person who is acting for purposes which are outside their trade, business, craft or profession.

As a result, the New Notes Offering and the Switch Tender Offer do not constitute a public takeover bid pursuant to Articles 3, §1, 1° and 6, § 1 of the Belgian law of April 1, 2007 on public takeover bids (Wet op de openbare overnamebiedingen/Loi relative aux offres publiques d'acquisition), as amended or replaced from time to time.

Consequently, the New Notes Offering and the Switch Tender Offer and any material relating thereto have not been and will not be, notified or submitted to, nor approved by the Belgian Financial Services and Markets Authority (Autoriteit voor Financiële Diensten en Markten/Autorité des Services et Marchés Financiers) pursuant to the Belgian laws and regulations applicable to the public offering or tendering of securities.

The New Notes Offering and the Switch Tender Offer as well as any materials relating thereto may not be advertised, nor distributed, directly or indirectly, to any person in Belgium other than Belgian Qualified Investors acting for their own account who are not Consumers, and may not be used in connection with any offering in Belgium except as may otherwise be permitted by law.

The New Notes and the Old Notes will not be registered under Chilean Law No. 18,045, as amended, with the Comisión para el Mercado Financiero de Chile (Financial Market Commission of Chile, or "CMF") and, accordingly, the New Notes and the Old Notes cannot and will not be offered or sold to persons in Chile except in circumstances which have not resulted and will not result in a public offering under Chilean law, and in compliance with Norma de Carácter General (Rule) No. 336, dated June 27, 2012, issued by the CMF.

The New Notes may not be offered, sold or negotiated in Colombia, except in compliance with Part 4 of Decree 2555 of 2010. The Offer to Purchase and the New Notes Offering do not constitute and may not be used for, or in connection with, a public offering as defined under Colombian law.

The New Notes Offering and the Switch Tender Offer have not been and will not be approved by the Danish Financial Supervisory Authority, as neither constitute a public offer in accordance with the EU Prospectus Regulation (Regulation (EU) 2017/1129) nor the Danish Capital Market Act.

This announcement does not constitute an offer to the public in France. It is not a prospectus within the meaning of the Prospectus Regulation.

No prospectus (including any amendment, supplement or replacement thereto) has been prepared in connection with the New Notes Offering that has been approved by the French Autorité des marchés financiers ("AMF") or by the competent authority of another Member State of the EEA and notified to the AMF under the Prospectus Regulation; the materials relating to the New Notes have not been distributed or caused to be distributed and will not be released, issued or distributed or caused to be released, issued or distributed, directly or indirectly, to the public in France, or used in connection with any offer for subscription, exchange or sale of the notes to the public in France. Any such offers, sales and distributions have been and shall only be made in France to (i) qualified investors (investisseurs qualifiés) acting for their own account, and/or to (ii) investment services providers authorized to engage in portfolio management services on behalf of third parties and/or to (iii) a limited group of investors (cercle restreint d'investisseurs) acting for their own account, all as defined in, and in accordance with, Articles L.411-2, II, D.411-1, D.411-4, D.744-l, D.754-l and D.764-1 of the French Code monétaire et financier.

In the event that the New Notes purchased or subscribed by investors listed above are offered or resold, directly or indirectly, to the public in France, the conditions relating to public offers set forth in Articles L.411-1, L.411-2, L.412-1 and L.621-8 to L.621-8-3 of the French Code monétaire et financier must be complied with. Investors in France and persons into whose possession offering materials come must inform themselves about, and observe, any such restrictions.

In the Federal Republic of Germany ("Germany"), this communication and the Switch Tender Offer are directed exclusively at existing holders of the Old Notes.

Neither the Offer to Purchase nor the prospectus supplement or the base prospectus constitutes a prospectus compliant with the Prospectus Regulation. No prospectus (Prospekt) within the meaning of the Prospectus Regulation and the German Securities Prospectus Act (Wertpapierprospektgesetz) or any other applicable laws in Germany has been or will be published in Germany, nor has any prospectus or prospectus supplement been filed with, approved by or notified to the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) for publication in Germany.

The prospectus supplement is strictly for use of the person who has received it. It may not be forwarded to other persons or published in Germany.

With respect to persons in Hong Kong, the New Notes Offering and the Switch Tender Offer are only made to, and are only capable of acceptance by, "professional investors" within the meaning of the Securities and Futures Ordinance (Cap. 571) of Hong Kong (the "SFO") and any rules made thereunder. No person or entity may issue or have in its possession for the purposes of issue, whether in Hong Kong or elsewhere, any advertisement, invitation or document relating to the New Notes, Old Notes or the Switch Tender Offer, which is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to the Old Notes which are or are intended to be tendered, or New Notes which are intended to be purchased, only by persons outside Hong Kong or only by "professional investors" as defined in the SFO and any rules made under thereunder.

The Old Notes and the New Notes, and the Offer to Purchase and the New Notes Offering prospectus supplement, and any other documents or materials related to such offers have not and will not be registered with the Italian Securities Exchange Commission (Commissione Nazionale per le Società e la Borsa, or "CONSOB") pursuant to applicable Italian laws and regulations. The Offer to Purchase and the New Notes Offering are being carried out pursuant to the exemptions provided for, with respect to the Offer to Purchase, in Article 101 bis, paragraph 3 bis of Legislative Decree No. 58 of 24 February 1998, as amended (the "Consolidated Financial Act") and Article 35 bis, paragraph 4, of CONSOB Regulation No. 11971 of 14 May 1999, as amended; and, with respect to the New Bonds Offering, in Article 1, paragraph 4, letter c),  of Regulation (EU) 2017/1129.

Holders or beneficial owners of the Old Notes that are resident and/or located in Italy can tender the Old Notes for purchase, and the New Notes Offerings can be offered, sold and delivered, through authorized persons (such as investment firms, banks or financial intermediaries permitted to conduct such activities in Italy in accordance with Regulation (EU) 2017/1129, the Consolidated Financial Act, the CONSOB Regulation No. 20307 of 15 February 2018, as amended, and Legislative Decree No. 385 of September 1, 1993, as amended) and in compliance with any other applicable laws and regulations or with any requirements imposed by CONSOB or any other Italian authority. Each intermediary must comply with the applicable laws and regulations concerning information duties vis à vis its clients in connection with the bonds or the relevant offering.

In Luxembourg, this announcement has been prepared on the basis that the offer of the New Notes, the Switch Tender Offer and the potential exchange offer will be made pursuant to an exemption under Article 1 (4) of the Prospectus Regulation from the requirement to produce a prospectus for offers of securities.

Neither the Offer to Purchase, nor any other documents or materials relating to the Offer to Purchase have been approved by or will be submitted for the approval of, the Mexican National Banking and Securities Commission (Comisión Nacional Bancaria y de Valores, or the "CNBV") and, the New Notes have not been and will not be registered with the Mexican National Securities Registry (Registro Nacional de Valores) maintained by the CNBV, and therefore the Old Notes and New Notes have not and may not be offered or sold publicly in Mexico. However, investors that qualify as institutional or qualified investors pursuant to the private placement exemption set forth in Article 8 of the Mexican Securities Market Law (Ley del Mercado de Valores), may be contacted in connection with, and may participate in the Offer to Purchase, and can be offered or purchase New Notes. The participation in the Offer to Purchase or the acquisition of New Notes will be made under such investor's own responsibility.

In Norway, the New Notes Offering and the Switch Tender Offer are made only in accordance with applicable exemptions from the requirement to prepare a prospectus or offer document in accordance with the Norwegian Securities Trading Act. Accordingly, the New Notes Offering and the Switch Tender Offer have not been and will not be filed with or approved by the Norwegian Financial Supervisory Authority, the Oslo Stock Exchange or the Norwegian Registry of Business Enterprises.

The Switch Tender Offer is not intended for any person who is not qualified as an institutional investor, in accordance with provisions set forth in Resolution SMV No. 021-2013-SMV-01 issued by Superintendencia del Mercado de Valores (Superintendency of Capital Markets) of Peru, and as subsequently amended. No legal, financial, tax or any other kind of advice is hereby being provided.

The New Notes Offering prospectus supplement, the accompanying prospectus and the Offer to Purchase have not been and will not be registered as a prospectus with the Monetary Authority of Singapore. The Offer to Purchase does not constitute an offering of securities in Singapore pursuant to the Securities and Futures Act, Chapter 289 of Singapore (the "SFA"). The New Notes will not be offered or sold or cause that such New Notes to be made the subject of an invitation for subscription or purchase and will not offer or sell such New Notes or cause such New Notes to be made the subject of an invitation for subscription or purchase, and has not circulated or distributed, nor will it circulate or distribute, this prospectus supplement or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of such New Notes, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor (as defined in Section 4A of the SFA) under Section 274 of the SFA, (ii) to a relevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1), or any person pursuant to Section 275(1A), and in accordance with the conditions specified in Section 275 of the SFA and (where applicable) Regulation 3 of the Securities and Futures (Classes of Investors) Regulations 2018 of Singapore or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA.

Where the New Notes are subscribed or purchased in reliance on an exemption under Sections 274 or 275 of the SFA, the New Notes shall not be sold within the period of six months from the date of the initial acquisition of the notes, except to any of the following persons:

  • an institutional investor (as defined in Section 4A of the SFA);
  • a relevant person (as defined in Section 275(2) of the SFA); or
  • any person pursuant to an offer referred to in Section 275(1A) of the SFA,

unless expressly specified otherwise in Section 276(7) of the SFA or Regulation 37A of the Securities and Futures (Offers of Investments) (Securities and Securities-based Derivatives Contracts) Regulations 2018 of Singapore.

Where the New Notes are subscribed or purchased under Section 275 of the SFA by a relevant person which is: 

  • a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or
  • a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor,

securities or securities-based derivatives contracts (each term as defined in Section 2(1) of the SFA) of that corporation or the beneficiaries' rights and interest (howsoever described) in that trust shall not be transferred within six months after that corporation or that trust has acquired the New Notes pursuant to an offer made under Section 275 of the SFA except: 

  • to an institutional investor or to a relevant person as defined in Section 275(2) of the SFA, or (in the case of such corporation) where the transfer arises from an offer referred to in 276(3)(i)(B) of the SFA or (in the case of such trust) where the transfer arises from an offer referred to in Section 276(4)(i)(B) of the SFA;
  • where no consideration is or will be given for the transfer;
  • where the transfer is by operation of law;
  • as specified in Section 276(7) of the SFA; or
  • as specified in Regulation 37A of the Securities and Futures (Offers of Investments) (Securities and Securities-based Derivatives Contracts) Regulations 2018 of Singapore.

None of the offer materials related to the New Notes Offering or Switch Tender Offer have been approved or registered in the administrative registries of the Spanish Securities Market Commission (Comisión Nacional del Mercado de Valores). Consequently, the securities may not be offered, sold or distributed in Spain except in circumstances which do not constitute a public offer of securities in Spain within the meaning of Article 35 of the restated text of the Securities Markets Act approved by Royal Legislative Decree 4/2015, dated October 23, 2015 (Real Decreto Legislativo 4/2015, de 23 de octubre, por el que se aprueba el texto refundido de la Ley del Mercado de Valores), Royal Decree 1310/2005, dated November 4, 2005 (Real Decreto 1310/2005 de 4 de noviembre), or otherwise in reliance on an exception from registration available thereunder.

The prospectus supplement is not intended to constitute an offer or solicitation to purchase or invest in the New Notes described therein in Switzerland, except as permitted by law. The New Notes may not be publicly offered, directly or indirectly, in Switzerland within the meaning of the Swiss Financial Services Act ("FinSA") and will not be admitted to any trading venue (exchange or multilateral trading facility) in Switzerland.

Neither the prospectus supplement nor any other offering or marketing material relating to the New Notes constitutes a prospectus as such term is understood pursuant to the FinSA, and neither the prospectus supplement nor any other offering or marketing material relating to the New Notes may be publicly distributed or otherwise made publicly available in Switzerland.

The New Notes Offering and the Switch Tender Offer qualifies as a private placement pursuant to section 2 of Uruguayan law 18.627. The New Notes and the Old Notes are not and will not be registered with the Central Bank of Uruguay to be publicly offered in Uruguay.

Contact information:

D. F. King &Co., Inc.
48 Wall Street, 22nd Floor
New York, NY 10005
E-mail: ums@dfking.com
Call Collect:: +1-212-269-5550
Call Toll-Free: +1-877-674-6273
website: www.dfking.com/ums

ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR AFTER THIS MESSAGE ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.

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SOURCE The United Mexican States

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