Republic Of Peru’s $2.98 Billion Offering of Bonds and Tender Offers

Simpson Thacher advised the Republic of Peru on the deal. Shearman & Sterling advised initial purchaser Citibank del Perú S.A. and international initial purchasers BofA Securities, Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and J.P. Morgan Securities plc. in connection with the issuance of the Republic of Peru’s Sol-Denominated 5.350% Bonos Soberanos due 2040 and reopening of its Sol-Denominated 5.400% Bonos Soberanos due 2034 in an aggregate principal amount between the two series of S/10,102,884,000.

Both series were sold in a private placement pursuant to Rule 144A and Regulation S and included the issuance of global depositary notes (GDNs), which represent the underlying Bonos Soberanos.

Shearman & Sterling also advised Citibank del Perú S.A., BofA Securities, Inc., Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC as dealer managers and billing and delivery banks, as applicable, in connection with: (i) a stand-alone tender offer to purchase for cash made by the Republic of Peru of its 7.840% Sol-denominated Bonos Soberanos due 2020, including those in the form of GDNs and (ii) a switch tender offer to purchase for cash made by the Republic of Peru of its 5.200% Sol-denominated Bonos Soberanos due 2023, including those in the form of GDNs, its 5.700% Sol-denominated Bonos Soberanos due 2024, including those in the form of GDNs, its 7.350% U.S. Dollar-Denominated Global Bonds due 2025 and its 4.125% U.S. Dollar-Denominated Global Bonds due 2027.

The Republic of Peru used the net proceeds from the offering of Bonos Soberanos (and related GDNs) to finance the tender offers and will use remaining proceeds to pre-finance a portion of the general requirements for fiscal year 2020.

The Shearman & Sterling team included partner Antonia Stolper (Picture) (New York – Capital Markets) and associates Arielle Katzman (New York – Capital Markets), Rayanna Smith (New York – Capital Markets), Eric M. Grosshandler (New York—Tax) and Daniel Kachmar (New York—Tax) and visiting attorney Sofia Gallo (New York – Capital Markets).

The Simpson Thacher team for the transaction included Jaime Mercado, Karen McClendon, María Justina Richards and Raúl Vizcarra (Capital Markets); Jonathan Cantor and Brian Mendick (Tax) and Deborah Harris (Corporate).

Involved fees earner: Sofía Gallo – Shearman & Sterling; Eric Grosshandler – Shearman & Sterling; Daniel Kachmar – Shearman & Sterling; Arielle Katzman – Shearman & Sterling; Rayanna Smith – Shearman & Sterling; Antonia Stolper – Shearman & Sterling; Jonathan Cantor – Simpson Thacher & Bartlett; Deborah Harris – Simpson Thacher & Bartlett; Karen McClendon – Simpson Thacher & Bartlett; Brian Mendick – Simpson Thacher & Bartlett; Jaime Mercado – Simpson Thacher & Bartlett; María Justina Richards – Simpson Thacher & Bartlett; Raúl Vizcarra – Simpson Thacher & Bartlett;

Law Firms: Shearman & Sterling; Simpson Thacher & Bartlett;

Clients: Bank of America Securities; Citibank; Citigroup Global Markets Ltd; HSBC Securities; JP Morgan Securities; Republic of Peru;

Author: Ambrogio Visconti