Juan Giraldez

Cleary represents DR in inaugural sovereign green bond offering

Cleary Gottlieb has represented the Dominican Republic in its Rule 144A/Regulation S offering of $500m in 7.050% bonds due 2031, $750m in 6.600% bonds due 2036, and $105bn in 10.750% DOP bonds due 2036. The offering was launched and priced on 25 June, and closed on 1 July 2024.

The offering of the US-denominated bonds due 2036 marked the inaugural issuance of green bonds under the Republic’s Green, Social and Sustainability Bond Framework published on 17 June 2024. In line with the framework, Republic announced its intention to invest an amount equal to the net proceeds from the sale of these bonds in projects that qualify as ‘eligible green expenditures.’ Such expenditures include clean urban public transport with no direct emissions, tax incentives for the development and implementation of renewable energy generation projects, efficient and resilient water and wastewater management, and efficient and climate-resilient management of natural resources, among others. The demand for these bonds was oversubscribed six times.

The bond offering was made simultaneously with a cash tender offer for a series of outstanding US-denominated global bonds maturing in 2025.  A total of US$1,009,904,000 principal amount of such outstanding bonds were tendered and repurchased as part of the offering, which commenced on 17 June 2024, expired on 25 June 2024 and was settled on 1 July 2024. The Republic used a portion of the net proceeds from the bond sale to pay the purchase price of the outstanding bonds accepted in the public offering.

Citigroup Global Markets Inc. and J.P. Morgan Securities LLC acted as initial purchasers of the new money offering and joint book-running managers of the tender offer.

Cleary’s corporate team included partner Juan Giráldez (pictured) and associates Ignacio Lagos and Martin Sasson. Partner Matthew Brigham, associate Samuel Kramer, and associate Abdel Rodríguez provided tax advice. Juan Giráldez is based in Sao Paulo, and all other lawyers are based in New York.

L Giselle Estrada

SHARE