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PT Indonesia Asahan Aluminium (Persero) (the “Issuer”) announces the Early Expiration and Early Tender Results of the Tender Offer for cash made by BNP Paribas (the “Offeror”) for up to U.S.$1,100 million in aggregate principal amount of the Issuer’s Existing Notes listed below.
Capitalized terms used and not otherwise defined in this announcement have the meanings given in the Issuer’s announcement dated April 13, 2022 (the “Announcement”) in relation to the Tender Offer.
** EARLY TENDER RESULTS SUMMARY **
The Early Expiration Deadline in relation to the Tender Offer occurred at 5:00 p.m. (New York City time) on April 27, 2022.
As of the Early Expiration Deadline, the Offeror has received valid Early Tender Instructions under the Tender Offer as outline below:
Series of Existing Notes / ISINs (RegS;144A) / Aggregate principal amount tendered / Percentage tendered (of the principal amount of the outstanding Notes)
USD 1,000m 6.530% 2028 Notes / USY7140WAC20; US74445PAC68 / U.S.$653,133,000 / 65.31%
USD 750m 6.757% 2048 Notes / USY7140WAD03; US74445PAD42 / U.S.$376,779,000 / 50.24%
USD 1,250m 5.710% 2023 Notes / USY7140WAB47; US74445PAB85 / U.S.$424,932,000 / 63.02%
** FINAL MAXIMUM ACCEPTANCE AMOUNT **
The Offeror further announces that the final Maximum Acceptance Amount in relation to the Tender Offer shall be U.S.$ 1,100 million in aggregate principal amount of the Existing Notes.
As the aggregate principal amount of the Existing Notes in respect of which valid Early Tender Instructions were received as of the Early Expiration Deadline exceeds the final Maximum Acceptance Amount, no Subsequent Tender Instructions received at or prior to the Expiration Deadline will be accepted by the Offeror.
** EXPIRATION DEADLINE AND FINAL RESULTS ANNOUNCEMENT **
The Expiration Deadline of the Tender Offer will be 11:59 p.m. (New York City time) on May 11, 2022, unless extended, terminated or withdrawn.
The Offeror will announce the aggregate principal amount of Existing Notes tendered, whether the conditions to the Tender Offer (including the Financing Condition and the Accounting Condition) have been satisfied or waived.
Any Scaling Factors, the principal amount of Existing Notes accepted for purchase and the aggregate principal amount of Existing Notes that will remain outstanding following completion of the Tender Offer as soon as reasonably practicable following the Expiration Deadline.
** SETTLEMENT **
All Existing Notes validly tendered and accepted for purchase by the Offeror will be settled at the Final Settlement Date, which is expected to be on or about May 16, 2022, unless otherwise extended by the Offeror.
On or about the Final Settlement Date, Holders of Existing Notes which have been validly tendered at or prior to the Early Expiration Deadline and accepted for purchase will be paid (x) the Early Tender Consideration plus (y) the relevant Accrued Interest.
It is therefore confirmed that all Existing Notes tendered and accepted will be settled on the Final Settlement Date (and with the relevant Accrued Interest being paid to (but excluding) the Final Settlement Date), provided that the conditions to the Tender Offer have been satisfied or waived and subject to the Offeror’s right, in its sole discretion, to extend, re-open, amend, waive in whole or in part any condition to the Tender Offer and/or to withdraw or terminate the Tender Offer, subject to applicable law.
** DISCLAIMER **