Bancolombia S.A. Announces the Launch of Tender Offer to Purchase Up to USD 370,000,000 of Its Outstanding 3.000% Senior Notes Due 2025
July 12, 2023 at 07:41 pm EDT
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Bancolombia S.A. announced that it has commenced an offer to purchase (the "Offer") for cash up to USD 370,000,000 (the "Maximum Tender Amount") of its outstanding 3.000% Senior Notes due 2025 (the "Notes") upon the terms and subject to the conditions set in an Offer to Purchase dated the date hereof (as it may be amended or supplemented from time to time, the "Offer to Purchase"). The Offer will expire at 5:00 P.M., New York City time, on August 9, 2023, unless the Offer is extended or earlier terminated by the Issuer in its sole discretion (this date and time, including as extended or earlier terminated, the "Expiration Date"). The early tender deadline for the Offer will be 5:00 p.m., New York City time, on July 25, 2023, or a later time if extended by the Issuer in its sole discretion (this date and time, including as extended or earlier terminated by the Issuer, the "Early Tender Date"). Holders of the Notes must validly tender their Notes at or before the Early Tender Date to be eligible to receive the Total Consideration set above. Notes tendered may be withdrawn prior to 5:00 P.M., New York City time, on July 25, 2023, unless extended or earlier terminated by the Issuer in its sole discretion, but not thereafter, except as required by applicable law (the date and time, including as extended or earlier terminated, the "Withdrawal Deadline").
Subject to the terms and conditions of the Offer being satisfied or waived and to the Issuer's right to amend, extend, terminate or withdraw the Offer, payment for all Notes validly tendered and not validly withdrawn prior to the Early Tender Date and accepted by the Issuer is expected to be made, at the Issuer's election, on August 1, 2023, the fifth business day following the Early Tender Date or as promptly as practicable thereafter (the "Early Settlement Date") or on August 14, 2023, the third business day following the Expiration Date or as promptly as practicable thereafter (the "Final Settlement Date"). Payment for all Notes validly tendered after the Early Tender Date and accepted by the Issuer is expected to be made on the Final Settlement Date. However, the Early Settlement Date or the Final Settlement Date may change without notice.
Holders of Notes who validly tender and do not validly withdraw their Notes on or before the Early Tender Date and whose Notes are accepted for purchase by the Issuer will receive the Total Consideration set above, which includes the Early Tender Payment set above. Holders of Notes who validly tender their Notes after the Early Tender Date and on or before the Expiration Date and whose Notes are accepted for purchase by the Issuer will receive the Tender Offer Consideration set above. In addition, holders whose Notes are purchased in the Offer will receive accrued and unpaid interest in respect of their purchased Notes from the last interest payment date to, but not including, the applicable Settlement Date.
Acceptance for tenders of any Notes may be subject to proration if the aggregate principal amount of the Notes validly tendered and not validly withdrawn would cause the Maximum Tender Amount to be exceeded. If the principal amount of the Notes validly tendered at or prior to the Early Tender Date exceeds the Maximum Tender Amount, the Issuer will not accept for purchase any Notes tendered after the Early Tender Date.
Bancolombia S.A. (Bancolombia) is a financial institution engaged in providing a range of financial products and services to a diversified individual, corporate, and government customer base throughout Colombia, Latin America and the Caribbean region. The Bank operates through 10 segments: Banking Colombia, Banking Panama, Banking El Salvador, Leasing, Trust, Investment Banking, Brokerage, Off Shore and All other. It delivers its products and services through its regional network comprising Colombia's non-Government owned banking network, El Salvador's financial conglomerate by gross loans, Guatemala's bank, Panama's bank and off-shore banking subsidiaries in Panama, Cayman and Puerto Rico, as well as subsidiaries in Peru. The Bank and its subsidiaries offer Savings And Investment, Ahorro A La Mano, Financing, Mortgage Banking, Factoring, Financial and Operating Leases, Capital Markets, eTrading, Cash Management, Foreign Currency, Bancassurance, Investment Banking and Trust Services.