Chile’s Peso-Denominated Debt Offering and Concurrent Tender Offer

Cleary Gottlieb represented Citigroup (Citi), Itaú BBA (Itau), and Santander, as initial purchasers, in the global offerings by the Republic of Chile (Chile) of its Chilean-law governed Ps.1.3 trillion (approximately $1.42 billion) 6% bonds due April 1, 2033, and Ps.670 billion (approximately $733.3 million) 6.2% bonds due October 1, 2040, each of which was comprised of a public offering in Chile and a concurrent offer and sale of bonds to eligible investors outside of Chile pursuant to Rule 144A and Regulation S.

Chile offered investors outside of Chile Ps.441.48 billion of the 2033 bonds and Ps.345.19 billion of the 2040 bonds. The global offering launched on May 22, 2024, priced on May 30, 2024, and closed on June 3, 2024.

Chile used a portion of the net proceeds of the global offering to pay the purchase price of certain Rule 144A-Regulation S bonds governed by Chilean law, which were tendered to Chile pursuant to a tender offer that launched on May 22, 2024 and settled on June 3, 2024. Citi, Itau, and Santander acted as dealer managers, and Global Bondholder Services Corporation acted as tender and information agent.

Chile intends to invest an amount equal to the net proceeds from the sale of the bonds to fund budgetary programs that qualify as “eligible social expenditures” under its sustainable bond framework, which includes expenditures in one or more of the following categories: support for the elderly or people with special needs in vulnerable situation, support for low-income families, support for human rights victims, support for the community through job creation, access to affordable housing, access to education, food security, access to essential health services, and social programs designed to prevent and/or alleviate unemployment derived from socioeconomic crises.