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THE HELLENIC REPUBLIC

MINISTRY OF FINANCE | PUBLIC DEBT MANAGEMENT AGENCY

EUR 3.5 billion 4.375% new 15-year benchmark due 2038 and Switch and Tender Offer of notes due 2024 and 2025

Summary Terms

 

Issuer

Hellenic Republic

Issuer Rating

Ba3 / BB+ / BB+ / BBH (Moody's pos./S&P pos./Fitch stb./DBRS stb.)

Format

Reg S Cat 1, 144a eligible, CACs

Size

EUR 3.5bn

Pricing Date

11 July 2023

Settlement Date

18 July 2023 (T+5)

Maturity Date

18 July 2038

Coupon

4.375%

Reoffer Price

99.042

Reoffer Yield

4.464%

Reoffer Spread vs Mid-Swaps

+125bps

Reoffer Spread vs. Benchmark

+171.3bps

Listing

Athens Stock Exchange

Denominations

EUR €1,000 + €1,000

ISIN

GR0128017747

Joint Bookrunners

BNP Paribas (B&D/DM), BofA Securities, Deutsche Bank, Goldman Sachs Bank Europe SE., J.P. Morgan and National Bank of Greece

 

Transaction Highlights

  • On Tuesday, 11thJuly 2023, the Hellenic Republic, rated Ba3 / BB+ / BB+ / BBH (Moody's pos./S&P pos./Fitch stb./DBRS stb.) issued a new €3.5bn fixed-rate RegS/144a benchmark due July 2038. The transaction has a coupon of 4.375% and a reoffer yield of 4.464%, equivalent to a spread of 171.3bps over the DBR 1% May 2038.
  • The transaction included a Switch and Tender Offer on Hellenic Republic’s EUR 3.450% notes due 2024 and EUR 3.375% notes due 2025 at the repurchase price of 100.150% for each of the Notes.
  • This transaction marks the Hellenic Republic’s third syndicated EUR benchmark this year following the €3.5bn Jun-33 transaction executed in January and the €2.5bn Jun-28 executed in March, and the first transaction after the June 25th elections, taking advantage of the positive climate in the market.
  • This transaction was almost 4 times oversubscribed and the final orderbook closed in excess of €13.6bn, of which €11.6bn was for the new issue and €1.8bn for the switch and tender, with more than 140 investors participating.
  • The results of the switch and tender offer were the purchase of all 2024 Notes tendered pursuant to valid Preferred Instructions without proration and 2025 Notes tendered pursuant to valid Preferred Instructions on a pro rata basis, with a Scaling Factor of approximately 93.6%. The total Preferred Instructions accepted across the 2024 Notes and the 2025 Notes, total €1,500,000,000.
  • This was part of a programme aimed to reduce the country’s public debt through a prepayment of 5.5 billion euros of loans signed during the first memorandum.

Issuance Timeline

  • The Hellenic Republic officially announced its intention to come to the market with a EUR benchmark maturing in July 2038 the morning of Monday 10th at 11:00 UKT.
  • The initial announcement was well received by the market, enabling the Hellenic Republic to open books and release IPTs of MS+130 area on Tuesday 11th of July at 08.30 UKT to further collect IOIs from investors.
  • The transaction was met with a very strong investor demand from the outset, with orderbook reaching to more than €10bn by 10:00 UKT.
  • Given the strong momentum in the orderbook, the issuer decided to release guidance at MS+125bps area, 5 bps tighter than IPTs.
  • By 12.00 UKT the orderbook has grown further to almost €14bn, which allowed the final spread to be set at the lower end of the guidance range, MS+125bps, for the transaction size of €3.5bn.
  • Allocations were released to the market at around 15:00 UKT. The new offering due July 2038 was subsequently priced at 15:15 UKT at a spread of MS+125bps, equivalent to DBR 1% May 2038 + 171.3bps, and re-offer yield of 4.464%

Distribution Statistics

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THESE MATERIALS ARE NOT AN OFFER FOR SALE OF THE SECURITIES IN THE UNITED STATES. SECURITIES MAY NOT BE SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED. THE HELLENIC REPUBLIC DOES NOT INTEND TO REGISTER ANY PORTION OF THE SECURITIES OFFERING IN THE UNITED STATES OR TO CONDUCT A PUBLIC OFFERING OF SECURITIES IN THE UNITED STATES.

 

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DISCLAIMER

This document has been prepared by the Joint Lead Managers for information purposes only. This document is an indicative summary of the terms and conditions of the transaction described herein and may be amended, superseded or replaced by subsequent summaries. The final terms and conditions of the transaction and any related security will be set out in full in the applicable offering document(s), pricing supplement or binding transaction document(s).

This document shall not constitute an underwriting commitment, an offer of financing, an offer to sell, or the solicitation of an offer to buy any securities described herein, which shall be subject to the Joint Lead Managers’ internal approvals and satisfaction of all appropriate conditions precedent. No transaction or service related thereto is contemplated without the Joint Lead Managers' subsequent formal agreement.

The Joint Lead Managers are not responsible for providing or arranging for the provision of any general financial, strategic or specialist advice, including legal, regulatory, accounting, model auditing or taxation advice or services or any other services in relation to the transaction and/or any related securities described herein. The Joint Lead Managers are acting solely in the capacity of arms’ length contractual counterparty and not as adviser, agent or fiduciary to any person. The Joint Lead Managers accept no liability whatsoever to the fullest extent permitted by law for any consequential losses arising from the use of this document or reliance on the information contained herein.

The Joint Lead Managers do not guarantee the accuracy or completeness of information which is contained in this document and which is stated to have been obtained from or is based upon trade and statistical services or other third party sources. Any data on past performance, modelling, scenario analysis or back-testing contained herein is no indication as to future performance. No representation is made as to the reasonableness of the assumptions made within or the accuracy or completeness of any modelling, scenario analysis or back-testing. All opinions and estimates are given as of the date hereof and are subject to change. The value of any investment may fluctuate as a result of market changes. The information in this document is not intended to predict actual results and no assurances are given with respect thereto.

The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons, as defined in Regulation S under the Securities Act. This document is not intended for distribution to and must not be passed on to any retail client.

NO ACTION HAS BEEN MADE OR WILL BE TAKEN THAT WOULD PERMIT A PUBLIC OFFERING OF ANY SECURITIES DESCRIBED HEREIN IN ANY JURISDICTION IN WHICH ACTION FOR THAT PURPOSE IS REQUIRED. NO OFFERS, SALES, RESALES OR DELIVERY OF ANY SECURITIES DESCRIBED HEREIN OR DISTRIBUTION OF ANY OFFERING MATERIAL RELATING TO ANY SUCH SECURITIES MAY BE MADE IN OR FROM ANY JURISDICTION EXCEPT IN CIRCUMSTANCES WHICH WILL RESULT IN COMPLIANCE WITH ANY APPLICABLE LAWS AND REGULATIONS AND WHICH WILL NOT IMPOSE ANY OBLIGATION ON THE JOINT LEAD MANAGERS OR ANY OF THEIR AFFILIATES.

The Joint Lead Managers, their affiliates and the individuals associated therewith may (in various capacities) have positions or deal in transactions or securities (or related derivatives) identical or similar to those described herein.

This document is confidential, and no part of it may be reproduced, distributed or transmitted without the prior written permission of the Joint Lead Managers.