Republic of Uruguay’s $2 Billion Notes Offering and Switch Tender Offer

Cleary Gottlieb Steen & Hamilton LLP represented the Republic of Uruguay in the offering.

Republic of Uruguay executed an offering of US$400,000,000 4.375% Notes due 2031 (the “2031 USD Notes”) and Ps.68,505,600,000 3.875% Inflation-indexed Notes due 2040 (the “2040 UI Notes” and together with the 2031 USD Notes, the “Notes”). The issuance of the 2031 USD Notes constituted a further issue of Uruguay’s US$1,466,969,673 outstanding 4.375% Notes due 2031, initially issued on January 23 and first re-tapped on October 2, 2019. The Notes offered were priced on June 24, 2020 and the transaction closed on July 2, 2020.

The offering of the Notes was made concurrent with an offer to purchase for cash certain series of outstanding inflation-indexed notes of Uruguay, which was executed on June 24, 2020.

Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and Itau BBA USA Securities, Inc. acted as underwriters for the Notes offering and joint dealer managers for the offer to purchase.

Uruguay used a portion of the net proceeds of the sale of the Notes to pay the purchase price of outstanding notes accepted in the offer to purchase. The balance of the proceeds will be applied to partially finance the implementation of measures designed to support economic activity, employment and protect vulnerable sectors, including the COVID 19-related government response deployed through Uruguay’s broad social safety net, and to other general purposes of the government, including financial investment and the refinancing, repurchase or retiring of domestic and external indebtedness.

The Cleary team consisted of partner Andrés de la Cruz (Picture), associates Ignacio Lagos and Stephanie Fontana, and international lawyer Manfred Heyn. Partner Jason Factor, senior attorney David Fisher, associate Alex Cadmus, and law clerk Hunter McWinn provided advice on New York tax matters.

Involved fees earner: Alexander Cadmus – Cleary Gottlieb Steen & Hamilton; Andrés De la Cruz – Cleary Gottlieb Steen & Hamilton; Jason Factor – Cleary Gottlieb Steen & Hamilton; Stephanie Fontana – Cleary Gottlieb Steen & Hamilton; Manfred Heyn – Cleary Gottlieb Steen & Hamilton; Ignacio Lagos – Cleary Gottlieb Steen & Hamilton; David Stewart Fisher – Cleary Gottlieb Steen & Hamilton;

Law Firms: Cleary Gottlieb Steen & Hamilton;

Clients: Republic of Uruguay;

Author: Ambrogio Visconti.