TERMS AGREEMENT UNITED MEXICAN STATES Global Medium-Term Notes, Series A Due Nine Months or More from the Date of Issue
Exhibit 2
Global Medium-Term Notes, Series A
Due Nine Months or More from the Date of Issue
Due Nine Months or More from the Date of Issue
U.S. $1,500,000,000 6.05% Global Notes due 2040
January 8, 2008
Secretaría de Hacienda y Crédito Público
Unidad de Crédito Público
Xxxxxxx Nacional
Patio Central, 3er Piso
Oficina 3010
Colonia Centro
Xxxxxx, X.X. 00000
Xxxxxx
Unidad de Crédito Público
Xxxxxxx Nacional
Patio Central, 3er Piso
Oficina 3010
Colonia Centro
Xxxxxx, X.X. 00000
Xxxxxx
Subject in all respects to the terms and conditions contained in the Amended and Restated
Selling Agency Agreement dated April 27, 2005 (the “Selling Agency Agreement”), between the
United Mexican States (“Mexico”) and Citigroup Global Markets Inc., Citigroup Global
Markets Limited, Credit Suisse Securities (USA) LLC, Credit Suisse Securities (Europe) Limited,
Xxxxxxx, Xxxxx & Co., Xxxxxxx Sachs International, X.X. Xxxxxx Securities Inc., X.X. Xxxxxx
Securities Ltd., Xxxxxx Brothers Inc., Xxxxxx Brothers International (Europe), Xxxxxxx Lynch,
Pierce, Xxxxxx & Xxxxx Incorporated, Xxxxxxx Xxxxx International, Xxxxxx Xxxxxxx & Co.
Incorporated, Xxxxxx Xxxxxxx & Co. International plc, UBS Securities LLC and UBS Limited, as agents
(the “Agents”), and as modified by the terms and conditions hereof, the undersigned (the
“Managers”) severally and not jointly agree to purchase, and Mexico agrees to sell, the
principal amount set forth in Annex I hereto of 6.05% Global Notes due 2040 (the “Notes”)
of Mexico, having the terms set forth in the Pricing Supplement dated the date hereof attached
hereto as Annex II (the “Pricing Supplement”), at the Purchase Price set forth in the
Pricing Supplement. Capitalized terms used but not defined herein shall have the meanings ascribed
to them in the Pricing Supplement and the Selling Agency Agreement. All of the provisions of the
Selling Agency Agreement are incorporated herein by reference, as modified by the additional terms
set forth below:
Closing Date and Time: | January 11, 2008, 9:15 a.m., New York City Time |
Payment: | The Managers will pay or cause to be paid to
Mexico the Purchase Price for the Notes (being
the aggregate amount payable for the Notes
calculated at the Issue Price, plus accrued
interest on the Notes, if any, from January
11, 2008, less the discount for the Notes
specified in the Pricing Supplement). Such
payment shall be made in U.S. dollars in
immediately available funds to an account
designated by Mexico. |
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Place of Delivery of Notes: | The Closing shall be held at the New York
office of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx
LLP. |
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Period during which additional Notes may not be sold pursuant to Section 4(r) of the Selling Agency Agreement: | None. |
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Force Majeure Provision: | o Section 9(b)(i) of the Selling Agency Agreement |
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þ Section 9(b)(ii) of the Selling Agency
Agreement |
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Stabilization: | The Managers, for their own account (or in the
United Kingdom, an affiliate of Credit Suisse
Securities (USA) LLC) may, to the extent
permitted by applicable laws, over-allot or
effect transactions in the open market or
otherwise in connection with the distribution
of the Notes with a view to stabilizing or
maintaining the market price of the Notes at
levels other than those which might otherwise
prevail in the open market, but in doing so
the Managers shall act as principal and not as
agent of Mexico. Such transactions, if
commenced, may be discontinued at any time.
As between Mexico and the Managers, any loss
resulting from stabilization shall be borne,
and any profit arising therefrom shall be
retained, by the Managers. |
|
Expenses: | The Managers have agreed to pay certain of
Mexico’s expenses as set out in the letter
dated January 8, 2008, signed by Mexico and
the Managers. |
2
Additional Representations and Warranties of Mexico: | (1) For the purposes of this Agreement, the
“Time of Sale” means 5:30 p.m., New York City
time, on January 8, 2008. The Basic
Prospectus dated September 24, 2007 (the
“Basic Prospectus”), as amended and
supplemented immediately prior to the Time of
Sale by the Prospectus Supplement dated
September 24, 2007 (the “Prospectus
Supplement”) and the preliminary pricing
supplement dated January 8, 2008, is
hereinafter called the “Pricing Prospectus”,
and the Basic Prospectus, as amended and
supplemented by the Prospectus Supplement and
the final pricing supplement dated January 8,
2008, as filed with the Commission pursuant to
Rule 424(b)(2), is hereinafter referred to as
the “Prospectus.” The Pricing Prospectus
relating to the Notes, considered together
with each “issuer free writing prospectus” as
defined in Rule 433 under the Act relating to
the Notes (“Issuer Free Writing Prospectus”)
listed in Exhibit A hereto, as of the Time of
Sale of the Notes (collectively, the “Time of
Sale Information”), does not or will not
include any untrue statement of a material
fact or omit to state any material fact
necessary in order to make the statements
therein, in the light of the circumstances
under which they were made, not misleading;
and each Issuer Free Writing Prospectus with
respect to the Notes listed in Exhibit A
hereto did not or will not conflict with the
information contained in the Registration
Statement, the Pricing Prospectus or the
Prospectus; provided, however, that the
representations and warranties in this
paragraph (1) shall not apply to statements in
or omissions from any such document made in
reliance upon and in conformity with
information furnished in writing to Mexico by
you expressly for use therein. |
|
(2) (i) At the earliest time after the filing
of the Registration Statement (or the most
recent post-effective amendment thereto) that
Mexico or another offering participant made a
bona fide offer (within the meaning of Rule
164(h)(2) under the Securities Act) and (ii)
as of the date hereof, Mexico was not and is
not an “ineligible issuer” (as defined in Rule
405 under the Securities Act), without taking
into account of any determination by the
Commission pursuant to Rule 405 that it is not
necessary that Mexico be considered an
“ineligible issuer”. |
3
Modifications to Representations and Warranties of Mexico: | (1) Section 1(c) of the Selling Agency
Agreement is hereby replaced with the
following: |
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“(c) Subsequent to the respective dates as of
which information is given in the Registration
Statement, the Prospectus and the Time of Sale
Information, except as set forth in the
Registration Statement, the Prospectus and the
Time of Sale Information, there has not been
any material adverse change in or affecting
the financial, economic, political or other
condition of Mexico.” |
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(2) Section 1(f) of the Selling Agency
Agreement is hereby replaced with the
following: |
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“(f) Other than as set forth in the
Prospectus and the Time of Sale Information,
there are no legal or governmental proceedings
pending to which Mexico is a party or of which
any of its properties is the subject which, if
determined adversely to Mexico, would
individually or in the aggregate have a
material adverse effect on Mexico’s ability to
perform its obligations under the Notes, the
Selling Agency Agreement, the Fiscal Agency
Agreement, the Authorization or this Terms
Agreement; and, to the best of Mexico’s
knowledge, no such proceedings have been
threatened.” |
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(3) Section 1(h) of the Selling Agency
Agreement is hereby replaced with the
following: |
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“(h)(i) There is no tax, levy, deduction,
charge or withholding imposed by Mexico or any
political subdivision thereof either (A) on or
by virtue of the execution, delivery or
enforcement of the Selling Agency Agreement,
the Fiscal Agency Agreement, the Authorization
or this Terms Agreement or (B) on any payment
to be made by Mexico hereunder or any payment
of principal, interest or additional amounts,
if any, under the Notes, provided that such
Notes are held by a non-Mexican individual |
4
or
corporation that is not a resident of Mexico
for tax purposes directly and not through a
permanent establishment thereof in Mexico. |
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(ii) No stamp or other issuance or transfer
taxes or duties are payable by or on behalf of
the Managers to Mexico or any political
subdivision or taxing authority thereof or
therein in connection with (A) the issuance,
sale and delivery by Mexico of the Notes to or
for the respective accounts of the Managers or
(B) the sale and delivery outside Mexico by
the Managers of the Notes to the initial
purchases thereof.” |
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(4) Section 1(i) of the Selling Agency
Agreement is hereby replaced with the
following: |
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“(i) The issuance of Notes by Mexico hereunder
and under the Fiscal Agency Agreement and the
Authorization complies with, and is within the
limits set forth in, Mexico’s Federal Revenue
Law for the Fiscal Year 2008.” |
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Additional Representations, Warranties and Covenants of the Managers: | (1) In relation to each Member State of the
European Economic Area (Iceland, Norway and
Liechtenstein in addition to the member states
of the European Union) which has implemented
the Prospectus Directive (each, a “Relevant
Member State”), each Manager represents and
agrees that with effect from and including the
date on which the Prospectus Directive is
implemented in that Relevant Member State (the
“Relevant Implementation Date”) it has not
made and will not make an offer of Notes to
the public in that Relevant Member State prior
to the publication of a prospectus in relation
to the Notes which has been approved by the
competent authority in that Relevant Member
State or, where appropriate, approved in
another Relevant Member State and notified to
the competent authority in that Relevant
Member State, all in accordance with the
Prospectus Directive, except that it may, with
effect from and including the Relevant
Implementation Date, make an offer of Notes to
the public in that Relevant Member State at
any time: |
5
(a) to legal entities which are authorized or
regulated to operate in the financial markets
or, if not so authorized or regulated, whose
corporate purpose is solely to invest in
securities; |
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(b) to any legal entity which has two or more
of (i) an average of at least 250 employees
during the last financial year; (ii) a total
balance sheet of more than €43,000,000 and
(iii) an annual net turnover of more than
€50,000,000, as shown in its last annual or
consolidated accounts; or |
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(c) in any other circumstances which do not
require the publication by the Mexico of a
prospectus pursuant to Article 3 of the
Prospectus Directive. |
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For the purposes of this provision, the
expression an “offer of Notes to the public”
in relation to any Notes in any Relevant
Member State means the communication in any
form and by any means of sufficient
information on the terms of the offer and the
Notes to be offered so as to enable an
investor to decide to purchase or subscribe
the Notes, as the same may be varied in that
Member State by any measure implementing the
Prospectus Directive in that Member State and
the expression “Prospectus Directive” means
Directive 2003/71/EC and includes any relevant
implementing measure in each Relevant Member
State. |
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(2) Each Manager represents and agrees that: |
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(a) it has only communicated or caused to be
communicated and will only communicate or
cause to be communicated an invitation or
inducement to engage in investment activity
(within the meaning of Section 21 of the
Financial Services and Markets Xxx 0000
(“FSMA”)) received by it in connection with
the issue or sale of the Notes in
circumstances in which Section 21(1) of the
FSMA does not apply to Mexico; and |
6
(b) it has complied and will comply with all
applicable provisions of the FSMA with respect
to anything done by it in relation to the
Notes in, from or otherwise involving the
United Kingdom. |
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(3) Each Manager acknowledges and agrees no
prospectus has been nor will be published in
Italy in connection with the offering of the
Notes and that such offering has not been, and
will not be, cleared by the Italian Securities
Exchange Commission (Commissione Nazionale per
le Società e la Borsa, the “CONSOB”) pursuant
to Italian securities legislation and,
accordingly, represents and agrees that that
the Notes may not and will not be offered,
sold or delivered, nor may or will copies of
the Pricing Supplement, the accompanying
Prospectus Supplement or the Base Prospectus
or any other documents relating to the notes
be distributed in Italy, except (i) to
professional investors (operatori
qualificati), as defined in Article 31, second
paragraph, of CONSOB Regulation No. 11522 of
July 1, 1998, as amended (“Regulation No.
11522”), or (ii) in other circumstances which
are exempted from the rules governing offers
of securities to the public pursuant to
Article 100 of Legislative Decree No. 58 of
February 24, 1998 (“Italian Finance Law”) and
Article 33, first paragraph, of CONSOB
Regulation No. 11971 of May 14, 1999, as
amended. |
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Each Manager represents and agrees that any
offer, sale or delivery of the Notes or
distribution of copies of the Pricing
Supplement, the accompanying Prospectus
Supplement or the Base Prospectus or any other
document relating to the Notes in Italy may
and will be effected in accordance with all
Italian securities, tax, exchange control and
other applicable laws and regulations, and, in
particular, will be: (i) made by an investment
firm, bank or financial intermediary permitted
to conduct such activities in Italy in
accordance with the Italian Finance Law,
Legislative Decree No. 385 of September 1,
1993, as amended (“Italian Banking Law”),
Regulation No. 11522, and any other applicable
laws and regulations; (ii) in compliance with
Article 129 of the Italian Banking Law and the
implementing guidelines of the Bank of Italy;
and (iii) in compliance with any other
applicable notification |
7
requirement or
limitation which may be imposed by CONSOB or
the Bank of Italy. |
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Modifications to Covenants of Mexico: | (1) Section 4(a) and Section 4(b) of the
Selling Agency Agreement are hereby replaced
with the following: |
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“(a) Prior to the termination of the offering
of the Notes, Mexico will not file any
amendment to the Registration Statement or
supplement to the Prospectus or supplement the
Time of Sale Information (except for (i)
periodic or current reports filed under the
Exchange Act, (ii) a supplement relating to
any offering of other Medium-Term Notes
providing solely for the specification of or a
change in the maturity dates, interest rates,
issuance prices or other terms of such
Medium-Term Notes or (iii) a supplement
relating to an offering of securities other
than the Notes), unless Mexico has furnished
to each of you a copy for your review prior to
filing and given each of you a reasonable
opportunity to comment on any such proposed
amendment or supplement. Subject to the
foregoing sentence, during the period when a
prospectus is required to be delivered with
respect to the Notes, Mexico will cause each
supplement to the Prospectus to be filed with
the Commission pursuant to the applicable
paragraph of Rule 424(b) within the time
period prescribed. Mexico will promptly
advise each of you (i) when the Prospectus,
and any supplement thereto (except as provided
in clauses (i) or (iii) above), shall have
been filed with the Commission pursuant to
Rule 424(b), (ii) when, prior to termination
of the offering of the Notes, any amendment of
the Registration Statement shall have been
filed or become effective, (iii) of any
request by the Commission for any amendment of
the Registration Statement or supplement to
the Prospectus or for any additional
information, (iv) of the issuance by the |
8
Commission of any stop order suspending the
effectiveness of the Registration Statement or
the institution or threatening of any
proceeding for that purpose and (v) of the
receipt by Mexico of any notification with
respect to the suspension of the qualification
of the Notes for sale in any jurisdiction or
the initiation or threatening of any
proceeding for such purpose. Mexico will use
its best efforts to prevent the issuance of
any such stop order and, if issued, to obtain
as soon as possible the withdrawal thereof. |
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(b) If, at any time when a prospectus relating
to the Notes (or in lieu thereof, the notice
referred to in Rule 173(a) under the Act) is
required to be delivered under the Act, any
event occurs as a result of which the
Prospectus as then amended or supplemented
would include any untrue statement of a
material fact or omit to state any material
fact necessary to make the statements therein,
in the light of the circumstances under which
they were made, not misleading, or if for any
other reason it shall be necessary to amend
the Registration Statement or supplement the
Time of Sale Information or the Prospectus to
comply with the Act or the Exchange Act or the
respective rules thereunder, Mexico promptly
will (i) notify each of you, (ii) prepare and
file with the Commission, subject to the first
sentence of paragraph (a) above, an amendment
or supplement which will correct such
statement or omission or effect such
compliance and (iii) supply any supplemented
Prospectuses and Time of Sale Information to
each of you in such quantities as you may
reasonably request; provided, however, that in
the event that any Manager is required to
deliver a prospectus relating to the Notes at
any time nine months or more after the Closing
Date, such Manager shall reimburse Mexico for
its reasonable and documented out-of-pocket
expenses |
9
(including legal fees and
disbursements of its counsel) in connection
with the preparation and filing of such
amendment or supplement and the furnishing to
such Manager of such supplemented
Prospectuses. Mexico’s obligations to update
the Prospectus under Section 4(l), 4(m) and
4(n) of the Selling Agency Agreement,
including payment of any expenses incurred by
Mexico in connection therewith, shall not be
affected by the preceding sentence.” |
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(2) Section 4(d) of the Selling Agency
Agreement is hereby replaced with the
following: |
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“(d) Mexico will cause to be furnished to each
of you and your counsel, without charge,
copies of the Registration Statement
(including exhibits and all amendments
thereto) and, so long as delivery of a
prospectus may be required by the Act, as many
copies of the Prospectus, any supplement
thereto and any Issuer Free Writing Prospectus
relating to the Notes as you may reasonably
request.” |
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(3) Section 4(j) of the Selling Agency
Agreement is hereby replaced with the
following: |
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“(j) So long as any of the Notes are
outstanding, Mexico shall cause to be
furnished to each Manager such information and
publicly available documents relating to the
finances, operations and affairs of Mexico,
the Registration Statement, the Prospectus,
and any amendments thereof or supplements
thereto, any Issuer Free Writing Prospectus,
the Fiscal Agency Agreement, the
Authorization, the Notes, this Agreement and
the performance by Mexico and the Managers of
their respective obligations hereunder and
thereunder as such Manager may from time to
time and at any time prior to the termination
of this Agreement reasonably request in
connection with its customary investigation of
Mexico and the Notes.” |
10
(4) Mexico will apply to list the Notes on the
Luxembourg Stock Exchange and to have the
Notes admitted for trading on the Euro MTF
market, the alternative market of the
Luxembourg Stock Exchange. |
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Free Writing Prospectuses: | (1) Mexico represents and agrees that it has
not made and will not make any offer relating
to the Notes that would constitute a “free
writing prospectus” as defined in Rule 405
under the Act without your prior written
consent and that Exhibit A hereto is a
complete list of any Issuer Free Writing
Prospectuses for which Mexico has hitherto
received such consent. |
|
(2) Each Manager represents and agrees that it
has not made and will not make any offer
relating to the Notes that constitutes or
would constitute an Issuer Free Writing
Prospectus or that otherwise constitutes or
would constitute a “free writing prospectus”
(as defined in Rule 405 under the Act) or a
portion thereof required to be filed by Mexico
with the Commission, other than the
information contained in the final term sheet
relating to the Notes, the form of which is
set forth in Exhibit B hereto, or retained by
Mexico under Rule 433 under the Act. |
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(3) Mexico has complied and will comply with
the requirements of Rule 433 under the Act
applicable to any Issuer Free Writing
Prospectus, including timely filing with the
Commission or retention where required and
legending. |
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(4) Mexico agrees that if at any time
following issuance of an Issuer Free Writing
Prospectus any event occurs as a result of
which such Issuer Free Writing Prospectus (i)
would conflict with the information in the
Registration Statement, the Pricing Prospectus
or the Prospectus or (ii) when taken together
with the Prospectus would include an untrue
statement of a material fact or omit to state
any material fact necessary in order to make
the statements therein, in the light of the
circumstances then prevailing, not misleading,
Mexico will give you, or cause you to be
given, prompt notice thereof, and if you so
request, will cause to be prepared and
furnished without charge to each of you an
Issuer Free Writing Prospectus or other
document which will correct such conflict,
statement or omission; provided, however, that
this representation and |
11
warranty shall not
apply to any statements or omissions in an
Issuer Free Writing Prospectus made in
reliance upon and in conformity with
information furnished in writing to Mexico by
you expressly for use therein. |
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Additional Conditions to the Obligations of the Managers: | (1) The certificate required by Section
6(b)(vi) of the Selling Agency Agreement shall
contain a statement to the effect that as of
the Time of Sale, the Time of Sale Information
and any further amendment or supplement
thereto made by Mexico did not contain an
untrue statement of a material fact or omit to
state a material fact necessary to make the
statements therein not misleading; provided,
however, that the foregoing certification
shall not apply to any statements in or
omissions from the Time of Sale Information or
any amendment or supplement thereto made in
reliance upon and in conformity with
information furnished to Mexico in writing by
the Managers expressly for use in the Time of
Sale Information or any amendment or
supplement thereto; |
|
(2) The letter required by Section 6(b)(ii)
of the Selling Agency Agreement shall contain
a statement to the effect that no information
has come to such counsel’s attention that
causes it to believe that the Time of Sale
Information (except the financial and
statistical data (including the mining and
petroleum reserve and production data)
included therein, as to which such counsel
need express no view), as of the Time of Sale
and the Closing Date, contained or contains an
untrue statement of a material fact or omitted
or omits to state a material fact necessary to
make the statements therein, in light of the
circumstances under which they were made, not
misleading; and |
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(3) The letters from U.S. counsel to the
Managers and Mexican counsel to the Managers,
required by Section 6(b)(iv) and Section
6(b)(iii), respectively, of the Selling Agency
Agreement, shall confirm a statement to the
effect that such counsel has no reason to
believe that the Time of Sale Information
(except the financial and statistical data
(including the mining and petroleum reserve
and production data) included therein), as of
the Time of Sale and the Closing Date,
contained or contains an untrue |
12
statement of a
material fact or omitted to state any material
fact necessary in order to make the statements
therein, in the light of the circumstances
under which they were made, not misleading. |
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Modification to Section 8(a) of the Selling Agency Agreement: | Section 8(a)(ii) of the Selling Agency
Agreement is hereby revised to read as
follows: “such indemnity with respect to the
Time of Sale Information shall not inure to
the benefit of any Manager from whom the
person asserting any such loss, claim, damage
or liability purchased the Notes concerned, to
the extent that any such loss, claim, damage
or liability of such Manager results from the
fact that (A) Mexico had furnished copies of a
preliminary pricing supplement or a Free
Writing Prospectus to such Manager at least 2
hours prior to the Time of Sale, (B) notified
such Manager in writing broadly distributed to
the members of the working group of the untrue
statement or omission at least 2 hours prior
to the Time of Sale, (C) the untrue statement
or omission of a material fact contained in
the Disclosure Package was corrected in such
preliminary pricing supplement or Free Writing
Prospectus at least 2 hours prior to the Time
of Sale and (D) there was not sent or given to
such person, at or prior to the Time of Sale,
a copy of such preliminary pricing supplement
or Free Writing Prospectus. Mexico confirms
that in connection with the sale of the Notes
pursuant to this Agreement, it has issued the
following preliminary pricing supplement
and/or Free Writing Prospectus meeting the
criteria of clauses (A), (B) and (C) above: none. |
Reference to the “Prospectus,” or to any amendment thereof or supplement thereto, in Section 8
of the Selling Agency Agreement shall also be deemed to refer to the Time of Sale Information and
any Issuer Free Writing Prospectus.
Section 15 of the Selling Agency Agreement (relating to the submission to the jurisdiction of
any state or federal court in the Borough of Manhattan in The City of New York by the parties
thereto) is incorporated by reference herein, except that all references therein to “this
Agreement” shall be deemed references to this Terms Agreement.
In addition, Mexico acknowledges and agrees that: (i) the purchase and sale of the Notes
pursuant to this Terms Agreement, including the determination of the offering price of the Notes
and the underwriting discount, is an arm’s-length commercial transaction between Mexico, on the one
hand, and the Managers, on the other hand, and Mexico is capable of evaluating and understanding
and understands and accepts the terms, risks and conditions of the transactions contemplated by
this Terms Agreement; (ii) in connection with the transactions contemplated hereby and the process
leading to such transaction each Manager is, has been, and
13
will be acting solely as a principal and is not the financial advisor or fiduciary of Mexico,
or its affiliates, creditors or employees or any other party; (iii) no Manager has assumed or will
assume an advisory or fiduciary responsibility in favor of Mexico with respect to the transactions
contemplated hereby or the process leading thereto (irrespective of whether such Manager has
advised or is currently advising Mexico on other matters); and (iv) the Managers and their
respective affiliates may be engaged in a broad range of transactions that involve interests that
differ from those of Mexico, and the Managers have no obligation to disclose any of such interests
by virtue of any advisory or fiduciary relationship.
This Terms Agreement supersedes all prior agreements and understandings (whether written or
oral) between Mexico and the Managers, or any of them, with respect to the subject matter hereof.
Mexico hereby waives and releases, to the fullest extent permitted by law, any claims that Mexico
may have against the Managers with respect to any breach or alleged breach of fiduciary duty
relating to the transactions contemplated by this Terms Agreement.
THIS TERMS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAW OF THE
STATE OF NEW YORK, UNITED STATES OF AMERICA, EXCEPT THAT ALL MATTERS GOVERNING AUTHORIZATION AND
EXECUTION OF THIS AGREEMENT BY MEXICO SHALL BE GOVERNED BY THE LAW OF MEXICO.
[signature page follows]
14
This Terms Agreement may be executed in counterparts, each of which when so executed shall be
deemed to be an original and all of which taken together shall constitute one and the same
instrument.
CREDIT SUISSE SECURITIES (USA) LLC |
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By: | /s/ Xxxxxxx Xxxxxxxx | |||
Name: | Xxxxxxx Xxxxxxxx | |||
Title: | Director | |||
DEUTSCHE BANK SECURITIES INC. |
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By: | /s/ Xxxxxxx Xxxxxx | |||
Name: | Xxxxxxx Xxxxxx | |||
Title: | Managing Director | |||
By: | /s/ Xxxxxx Xxxxxxx | |||
Name: | Xxxxxx Xxxxxxx | |||
Title: | Director | |||
Accepted: UNITED MEXICAN STATES |
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By: | /s/ Xxxxxxx Xxxxxxxxx Regordosa | |||
Name: | Xxxxxxx Xxxxxxxxx Regordosa | |||
Title: | Deputy Undersecretary for Public Credit of the Ministry of Finance and Public Credit |
15
Annex I
Principal Amount of | ||||
Managers | Notes to be Purchased | |||
Credit Suisse Securities (USA) LLC |
U.S. $ | 750,000,000 | ||
Deutsche Bank Securities Inc. |
U.S. $ | 750,000,000 | ||
Total: |
U.S. $ | 1,500,000,000 | ||
16
Annex II
Pricing Supplement
17
Exhibit A
Issuer Free Writing Prospectuses
1. Issuer Free Writing Prospectus to be filed with the Commission on January 8, 2008, in the form
set forth in Exhibit B hereto.
00
Xxxxxxx X
Xxxxxx Xxxxxxx Xxxxxx
US$1,500,000,000 6.05% Global Notes due 2040
Issuer: |
United Mexican States | |
Transaction: |
6.05% Global Notes due 2040 | |
Issue currency: |
U.S. dollars | |
Ratings: |
Baa1 / BBB+ / BBB+ | |
Issue size: |
US$1,500,000,000 | |
Maturity date: |
January 11, 2040 | |
Pricing Date: |
January 8, 2008 | |
Settlement Date: |
January 11, 2008 | |
Coupon: |
6.05% | |
Interest Payment Dates: |
January 11 and July 11, commencing July 11, 2008 | |
Re-offer price: |
99.930% | |
Optional Redemption: |
Make-Whole Call at Treasuries + 30 basis points (at any time and from time | |
to time prior to maturity upon giving no less than 30 days’ notice). | ||
Denominations: |
U.S. $2,000 and integral multiples thereof | |
Underwriters Discount: |
0.25% | |
Day Count: |
30/360 | |
Listing: |
Euro MTF Luxembourg | |
CUSIP/ISIN: |
00000XXX0 / US91086QAV05 | |
Joint Bookrunners: |
Credit Suisse Securities (USA) LLC |
|
Deutsche Bank Securities Inc. |
A preliminary pricing supplement, prospectus supplement and prospectus of Mexico accompany this
free-writing prospectus and are available from the Securities and Exchange Commission’s website at
xxxx://xxx.xxx.xxx/Xxxxxxxx/xxxxx/xxxx/000000/000000000000000000/x00000x0x000x0.xxx and
xxxx://xxx.xxx.xxx/Xxxxxxxx/xxxxx/xxxx/000000/000000000000000000/x00000x0x000x0.xxx.
The issuer has filed a registration statement (including a prospectus) with the Securities and
Exchange Commission for the offering to which this communication relates. Before you invest, you
should read the prospectus in that registration statement and other documents the issuer has filed
with the Securities and Exchange Commission for more complete information about the issuer and this
offering. You may get these documents for free by visiting XXXXX on the Web site of the Securities
and Exchange Commission at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer
participating in the offering will arrange to send you the prospectus if you request it by calling
Credit Suisse Securities (USA) LLC at 1-800-221-1037 or Deutsche Bank Securities Inc. at
1-800-503-4611.
ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND
SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT
OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.
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