Filed Pursuant to Rule 424(b)(2)
Registration No. 333-282373
SUBJECT TO COMPLETION, DATED JANUARY 27, 2025
| | |
Preliminary Prospectus Supplement To Prospectus dated September 27, 2024 | | |
United Mexican States
€ % Global Notes due 2033
€ % Global Notes due 2037
The % Global Notes due 2033 (the “2033 notes”) will mature on May , 2033. The % Global Notes due 2037 (the “2037 notes”) will mature on May , 2037. We refer to the 2033 notes and the 2037 notes collectively as the “notes.” Mexico will pay interest on the 2033 notes on May of each year, commencing May , 2025. Mexico will pay interest on the 2037 notes on May of each year, commencing May , 2025. Mexico may redeem the notes, in whole or in part, before maturity on the terms described herein. The notes will not be entitled to the benefit of any sinking or similar fund. The offering of each series of notes pursuant to this prospectus supplement is independent of each offering of the other series of notes, and they are not conditioned on each other.
The notes will be issued under an indenture, and each of the 2033 notes and the 2037 notes constitutes a separate series under the indenture. The indenture contains provisions regarding future modifications to the terms of the notes that differ from those applicable to Mexico’s outstanding public external indebtedness issued prior to November 10, 2014. Under these provisions, which are described beginning on page 16 of the corresponding prospectus dated September 27, 2024, Mexico may amend the payment provisions of the notes and other reserved matters listed in the indenture with the consent of the holders of: (1) with respect to a single series of notes, more than 75% of the aggregate principal amount of the outstanding notes of such series; (2) with respect to two or more series of notes, if certain “uniformly applicable” requirements are met, more than 75% of the aggregate principal amount of the outstanding notes of all series affected by the proposed modification, taken in the aggregate; or (3) with respect to two or more series of notes, more than 66 2/3% of the aggregate principal amount of the outstanding notes of all series affected by the proposed modification, taken in the aggregate, and more than 50% of the aggregate principal amount of the outstanding notes of each series affected by the proposed modification, taken individually.
Application will be made to list the notes on the Luxembourg Stock Exchange and to have the notes admitted to trading on the Euro MTF Market of the Luxembourg Stock Exchange (the “Euro MTF”). No assurances can be given by Mexico that such applications will be approved or that such listings will be maintained.
The Euro MTF is not a regulated market for the purposes of Directive 2014/65/EU on markets in financial instruments (as amended, “MiFID II”) or Regulation (EU) No 600/2014 as it forms part of United Kingdom (“UK”) domestic law by virtue of the European Union (Withdrawal) Act 2018 (as amended, the “EUWA”) (“UK MiFIR”).
Section 309B(1)(c) of the Securities and Futures Act (Chapter 289 of Singapore) Notification.
The notes are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018).
Neither the Securities and Exchange Commission (“SEC”) nor any other regulatory body has approved or disapproved of these securities or determined whether this prospectus supplement or the related prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The notes have not been and will not be registered with the National Securities Registry (Registro Nacional de Valores) maintained by the Mexican National Banking and Securities Commission (Comisión Nacional Bancaria y de Valores, or “CNBV”), and therefore may not be offered or sold publicly in Mexico. The notes may be offered or sold to investors that qualify as accredited or institutional investors in Mexico, pursuant to the private placement exemption set forth under Article 8 of the Mexican Securities Market Law (Ley del Mercado de Valores) and regulations thereunder. As required under the Mexican Securities Market Law, Mexico will give notice to the CNBV of the offering of the notes under the terms set forth herein. Such notice will be submitted to the CNBV to comply with the Mexican Securities Market Law, and for informational and statistical purposes only. The delivery to, and receipt by, the CNBV of such notice does not certify the solvency of Mexico, the investment quality of the notes, or that the information contained in this prospectus supplement or the prospectus is accurate or complete. Mexico has prepared this prospectus supplement and is solely responsible for its content, and the CNBV has not reviewed or authorized such content.
| | | | | | | | | | | | |
| | Price to Public(1) | | | Underwriting Discount | | | Proceeds to Mexico, before expenses(1) | |
Per 2033 note | | | % | | | | % | | | | % | |
Total for the 2033 notes | | € | | | | € | | | | € | | |
Per 2037 note | | | % | | | | % | | | | % | |
Total for the 2037 notes | | € | | | | € | | | | € | | |
(1) | Plus accrued interest, if any, from February , 2025 to the date of settlement, which is expected to be February , 2025. |
The notes will be ready for delivery in book-entry form only through the facilities of Euroclear Bank S.A./N.V., as operator of the Euroclear System (“Euroclear”) and Clearstream Banking, société anonyme (“Clearstream”) against payment on or about February , 2025.
Some of the notes will be offered and sold in transactions that are exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) pursuant to Regulation S thereunder, and this prospectus supplement may be used in connection with such offers and sales.
Joint Bookrunners
| | | | | | | | |
BNP PARIBAS | | Crédit Agricole CIB | | Deutsche Bank | | HSBC | | Société Générale Corporate & Investment Banking |
January , 2025