Banco de Bogotá S.A. Announces Commencement of Cash Tender Offer of Up to U.S.$500 Million Aggregate Principal Amount of the Outstanding U.S.$1,082,500,000 Aggregate Principal Amount of 6.250% Subordinated Notes Due 2026 (CUSIP NOS. 059514 AC3 / P09252…
Bogotá, Colombia, Jan. 20, 2026 (GLOBE NEWSWIRE) -- Banco de Bogotá S.A. (“Banco de Bogotá”) announced today the commencement of an offer to purchase for cash up to U.S.$500 million in aggregate principal amount (the “Maximum Principal Amount”) of the outstanding 6.250% Subordinated Notes due 2026 issued by Banco de Bogotá (the “Notes”) upon the terms and subject to the conditions set forth in the offer to purchase dated January 20, 2026 (the “Offer to Purchase”), for a purchase price for the Notes equal to the applicable Purchase Price (the “Tender Offer”). The Tender Offer is being made upon the terms and subject to the conditions set forth in the Offer to Purchase. Capitalized terms not defined herein shall have the meaning ascribed to them in the Offer to Purchase.
The table below sets forth the Notes and summarizes certain payment terms for the Notes:
| Notes |
CUSIP and ISIN Number(s) |
Principal Amount Outstanding |
Late Tender Offer Consideration |
Early Tender Payment |
Total Consideration | |||||
| 6.250% Subordinated Notes due 2026 |
CUSIP: 059514 AC3 (Rule 144A) / P09252 AK6 (Regulation S) ISIN: US059514AC35 (Rule 144A) / USP09252AK62 (Regulation S) |
U.S.$1,082,500,000 | U.S.$956.25(1) | U.S.$50.00(1)(2) | U.S.$1,006.25(1) | |||||
(1) Per U.S.$1,000 principal amount of Notes, validly tendered and accepted for purchase, plus Accrued Interest (as defined below).
(2) Included in the Total Consideration
The Tender Offer will expire at 5:00 p.m., New York City time, on February 18, 2026, unless extended, terminated early or withdrawn (such date and time, as the same may be extended, the “Expiration Time”). Holders of Notes must validly tender and not validly withdraw their Notes prior to or at 5:00 p.m., New York City time, on February 2, 2026 (such date and time, as it may be extended with respect to the Notes, the “Early Tender Date”), to be eligible to receive the Total Consideration plus Accrued Interest (as defined in the Offer to Purchase) for such Notes. If Holders of Notes validly tender Notes after the Early Tender Date but prior to or at the Expiration Time, such Holders will only be eligible to receive the Late Tender Offer Consideration plus Accrued Interest. Tendered Notes may be withdrawn in accordance with the terms of the Tender Offer prior to 5:00 p.m., New York City time, on February 2, 2026, unless extended by us in our sole discretion (such time and date, as the same may be extended, the “Withdrawal Deadline”), but not thereafter.
Additionally, we will pay additional amounts such that the Purchase Price and the Accrued Interest received by Holders after withholding by us of any tax, if any, will be equal to the amount that would have been due had there been no withholding tax, subject to the same exceptions as are included in the indenture.
Banco de Bogotá’s obligation to purchase Notes in the Tender Offer is subject to and conditioned upon the satisfaction or waiver of certain conditions described in the Offer to Purchase. Banco de Bogotá reserves the right, in Banco de Bogotá’s sole discretion, to amend or terminate the Tender Offer at any time.
Banco de Bogotá will only accept for purchase Notes in an aggregate principal amount that will not exceed the Maximum Principal Amount of U.S.$500 million. If the Tender Offer is oversubscribed, the amount of Notes purchased by us from a tendering Holder will be subject to proration as described in “Principal Terms of the Tender Offer—Maximum Tender Offer: Maximum Principal Amount and Proration” in the Offer to Purchase.
The information agent and tender agent for the Tender Offer is D.F. King & Co., Inc. To contact the information agent and tender agent, banks and brokers may call +1 (212) 269-5550, and others may call U.S. toll-free: (800) 859-8511 or email bogota@dfking.com.
Any questions or requests for assistance or for additional copies of this notice may be directed to the dealer managers at their respective telephone numbers set forth below or, if by any Holder, to such Holder’s broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Tender Offer.
The dealer managers for the Tender Offer are:
|
BofA Securities, Inc. One Bryant Park New York, New York 10036 United States of America Attention: Liability Management Group Toll Free: +1 (888) 292 0070 Collect: +1 (646) 855 8988 |
Citigroup Global Markets Inc. 388 Greenwich Street, Trading 4th Floor New York, New York 10013 United States of America Attention: Liability Management Group Toll Free: +1 (800) 558-3745 Collect: +1 (212) 723-6106 Email: ny.liabilitymanagement@citi.com |
This notice does not constitute or form part of any offer or invitation to purchase, or any solicitation of any offer to sell, the Notes or any other securities in the United States or any other country, nor shall it or any part of it, or the fact of its release, form the basis of, or be relied on or in connection with, any contract therefor. The Tender Offer is made only by and pursuant to the terms of the Offer to Purchase, and the information in this notice is qualified by reference to the Offer to Purchase. None of Banco de Bogotá, the dealer managers or the information and tender agent makes any recommendation as to whether Holders should tender their Notes pursuant to the Tender Offer.
Investor Relations Contact
Banco de Bogotá S.A.
Investor.relations@bancodebogota.com.co
Phone: +1 57 1 3320032 ext. 43294
Javier Dorich Doig.
E-mail: jdorich@bancodebogota.com.co
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