Bancolombia in $1.2 Billion Subordinated Notes Offering and Exchange Offer
September 11, 2012
Cleary Gottlieb represented BofA Merrill Lynch, Citigroup and Morgan Stanley as underwriters in a public offering by Bancolombia of $1.2 billion of its 5.125% subordinated notes due September 2022. The offering was a takedown from Bancolombia’s automatic shelf registration statement and included an extended sale option enabling it to price additional notes during Asian market hours. The notes have been listed on the New York Stock Exchange, and the offering closed on September 11.
Cleary Gottlieb also acted as counsel to BofA Merrill Lynch, Citigroup and Morgan Stanley in their capacity as dealer managers in connection with the private offer by Bancolombia to exchange its outstanding 6.875% subordinated notes due 2017 for 5.125% subordinated notes due 2022 to be issued in a Rule 144A/Reg S offering. Holders of the new Rule 144A/Reg S notes will have registration rights, and subject to certain conditions, those notes may become fungible with Bancolombia’s SEC-registered 2022 notes. The early settlement of the exchange offer is expected to take place on September 25, and the final settlement is scheduled for October 9.
Bancolombia is Colombia’s leading financial institution, which provides a wide range of financial products and services to a diversified individual and corporate client base throughout Colombia and other countries in the region, including Panama, El Salvador, Puerto Rico, the Cayman Islands, Peru and the United States.