The Government of Jamaica announced today the expiration of its offer to exchange with Eligible Holders (as defined below) outstanding 8.50% amortizing notes due 2021 issued by Clarendon Alumina Production Limited and guaranteed by Jamaica for 8.50% amortizing notes due 2021 issued by Jamaica. CAP announced today the expiration of its solicitation of consents to amend certain provisions of the fiscal agency agreement under which the CAP Notes were issued. The Exchange Offer and Consent Solicitation expired at 11:59 p.m. New York City time, on August 28, 2013.
The Consents delivered in the Consent Solicitation are in excess of the majority required for the approval of the Proposed Amendments. CAP expects that a supplemental fiscal agency agreement to implement the Proposed Amendments will be executed on the Settlement Date. The Proposed Amendments will have the effect of eliminating certain covenants, change of control restrictions and events of default contained in the CAP Fiscal Agency Agreement that afford protection to the holders of the CAP Notes. The Proposed Amendments will be effective upon execution of the supplemental fiscal agency agreement.
The Exchange Offer and the Consent Solicitation have been carried out in connection with an alumina sales agreement that was entered into between CAP and Noble Resources Ltd. on June 17, 2013, pursuant to which CAP will provide and perfect a security interest for the benefit of Noble over the approximately 45% interest it holds as a co-tenant in common in the assets of Jamalco, a joint venture with Alcoa Minerals of Jamaica, an indirect subsidiary of Alcoa Inc. This security interest is expected to be granted after the Settlement Date (as defined below).
As of the Expiration Date, US$161,904,761 aggregate principal amount of CAP Notes, representing 100% of the outstanding aggregate principal amount of the CAP Notes, had been validly tendered (and not validly withdrawn) prior to the Expiration Date in the Exchange Offer, and related Consents had been validly delivered (and not validly withdrawn) prior to the Expiration Date in the Consent Solicitation by CAP.
Jamaica announced that, pursuant to the Exchange Offer, it has accepted an aggregate principal amount of US$161,904,761 of the CAP Notes pursuant to the terms of the Exchange Offer, which represents 100% of the outstanding aggregate principal amount of the CAP Notes. Jamaica expects it will issue an aggregate principal amount of US$161,904,731 of 2021 Jamaica Notes on or about September 3, 2013 (the "Settlement Date").
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