UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 18-K
For Foreign Governments and Political Subdivisions Thereof
ANNUAL REPORT
OF
REPUBLIC OF THE PHILIPPINES
(Name of Registrant)
Date of end of last fiscal year: December 31, 2016
SECURITIES REGISTERED*
(As of the close of the fiscal year)
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Title of Issue | | Amount as to Which Registration is Effective | | Names of Exchanges on Which Registered |
N/A | | N/A | | N/A |
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Name and address of person authorized to receive notices
and communications from the Securities and Exchange Commission:
Ma. Theresa B. Dizon-De Vega
Consul General
Philippine Consulate General
556 Fifth Avenue
New York, New York 10036-5095
It is requested that copies of notices and communications from the Securities and Exchange Commission be sent to:
Jeffrey Cohen, Esq.
Patrick Sheil, Esq.
Linklaters
10th Floor, Alexandra House
18 Chater Road
Hong Kong SAR
* | The Registrant is filing this annual report on a voluntary basis. |
The information set forth below is to be furnished:
1. | In respect of each issue of securities of the registrant registered, a brief statement as to: |
| (a) | The general effect of any material modifications, not previously reported, of the rights of the holders of such securities. |
There have been no such modifications.
| (b) | The title and the material provisions of any law, decree or administrative action, not previously reported, by reason of which the security is not being serviced in accordance with the terms thereof. |
There has been no such law, decree or administrative action.
| (c) | The circumstances of any other failure, not previously reported, to pay principal, interest, or any sinking fund or amortization installment. |
There has been no such failure.
2. | A statement as of the close of the last fiscal year of the registrant giving the total outstanding of: |
| (a) | Internal funded debt of the registrant. (Total to be stated in the currency of the registrant. If any internal funded debt is payable in foreign currency it should not be included under this paragraph (a), but under paragraph (b) of this item.) |
See “Outstanding Direct Domestic Debt of the Republic as of December 31, 2016,” page D-141 of Exhibit 99.D, which is hereby incorporated by reference herein.
| (b) | External funded debt of the registrant. (Totals to be stated in the respective currencies in which payable. No statement need be furnished as to intergovernmental debt.) |
See “Summary of Outstanding Direct External Debt of the Republic by Currency as of December 31, 2016,” page D-142 of Exhibit 99.D, which is hereby incorporated by reference herein.
3. | A statement giving the title, date of issue, date of maturity, interest rate and amount outstanding, together with the currency or currencies in which payable, of each issue of funded debt of the registrant outstanding as of the close of the last fiscal year of the registrant. |
See “Debt Tables of the Republic of the Philippines,” pages D-183 to D-229 of Exhibit 99.D, which is hereby incorporated by reference herein.
| (a) | As to each issue of securities of the registrant which is registered, there should be furnished a break-down of the total amount outstanding, as shown in Item 3, into the following: |
| (1) | Total amount held by or for the account of the registrant. |
| | | | | | | | | | |
Series | | Date of Maturity | | | Interest Rate (%) | | | Total Amount Held by or for the Account of the Registrant |
$1.4B 6.5% GB due 2020 | | | January 20, 2020 | | | | 6.500 | % | | $252,178,000 |
$1.5B 6.375% GB due 2032 | | | January 15, 2032 | | | | 6.375 | % | | $115,719,000 |
$2.847B 6.375% GB due 2034 | | | October 23, 2034 | | | | 6.375 | % | | $82,000,000 |
$2.0B 3.95% GB due 2040 | | | January 20, 2040 | | | | 3.950 | % | | $64,700,000 |
$2.0B 3.700% GB due 2041 | | | March 1, 2041 | | | | 3.700 | % | | $7,822,000 |
$1.0B 9.375% GB due 2017 | | | January 18, 2017 | | | | 9.375 | % | | $144,017,000 |
$1.1B 9.875% GB due 2019 | | | January 15, 2019 | | | | 9.875 | % | | $68,826,000 |
$1.5B 8.375% GB due 2019 | | | June 17, 2019 | | | | 8.375 | % | | $55,412,000 |
$774.0M 7.50% GB due 2024 | | | September 25, 2024 | | | | 7.500 | % | | $408,248,000 |
$1.006B 9.5% GB due 2024 | | | October 21, 2024 | | | | 9.500 | % | | $17,459,000 |
$2.0B 10.625% GB due 2025 | | | March 16, 2025 | | | | 10.625 | % | | $79,997,000 |
$2.0B 9.5% GB due 2030 | | | February 2, 2030 | | | | 9.500 | % | | $73,874,000 |
$2.384B 7.75% GB due 2031 | | | January 14, 2031 | | | | 7.750 | % | | $40,936,000 |
| (2) | Total estimated amount held by nationals of the registrant (or if registrant is other than a national government by the nationals of its national government); this estimate need be furnished only if it is practicable to do so. |
Not practicable to furnish.
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| (3) | Total amount otherwise outstanding. |
| | | | | | | | | | | | |
Series | | Date of Maturity | | | Interest Rate (%) | | | Total Amount Otherwise Outstanding | |
$1.1B 9.875% GB due 2019 | | | January 15, 2019 | | | | 9.875 | % | | | $861,231,000 | |
$1.006B 9.5% GB due 2024 | | | October 21, 2024 | | | | 9.500 | % | | | $347,796,000 | |
$2.0B 10.625% GB due 2025 | | | March 16, 2025 | | | | 10.625 | % | | | $1,632,885,000 | |
$1.0B 9.375% GB due 2017 | | | January 18, 2017 | | | | 9.375 | % | | | $522,589,000 | |
$2.0B 9.5% GB due 2030 | | | February 2, 2030 | | | | 9.500 | % | | | $2,000,000,000 | |
$2.384B 7.75% GB due 2031 | | | January 14, 2031 | | | | 7.750 | % | | | $2,110,210,000 | |
$774.0M 7.50% GB due 2024 | | | September 25, 2024 | | | | 7.500 | % | | | $577,589,000 | |
$1.5B 6.375% GB due 2032 | | | January 15, 2032 | | | | 6.375 | % | | | $1,142,140,000 | |
$1.5B 8.375% GB due 2019 | | | June 17, 2019 | | | | 8.375 | % | | | $1,237,751,000 | |
$1.4B 6.5% GB due 2020 | | | January 20, 2020 | | | | 6.500 | % | | | $810,313,000 | |
$2.847B 6.375% GB due 2034 | | | October 23, 2034 | | | | 6.375 | % | | | $2,358,112,000 | |
₱44.0B 4.95% GB due 2021 | | | January 15, 2021 | | | | 4.950 | % | | | ₱44,109,000,000 | |
$2.076B 4% GB due 2021 | | | January 15, 2021 | | | | 4.000 | % | | | $1,758,589,000 | |
₱54.77B 6.250% GB due 2036 | | | January 14, 2036 | | | | 6.250 | % | | | ₱54,770,000,000 | |
$1.5B 5.50% GB due 2026 | | | March 30, 2026 | | | | 5.500 | % | | | $1,145,577,000 | |
$1.5B 5% GB due 2037 | | | January 13, 2037 | | | | 5.000 | % | | | $1,500,000,000 | |
₱30.8B 3.90% GB due 2022 | | | November 26, 2022 | | | | 3.900 | % | | | ₱30,800,000,000 | |
$1.5B 4.20% GB due 2024 | | | January 21, 2024 | | | | 4.200 | % | | | $1,500,000,000 | |
$2.0B 3.95% GB due 2040 | | | January 20, 2040 | | | | 3.950 | % | | | $2,000,000,000 | |
$2.0B 3.700% GB due 2041 | | | March 1, 2041 | | | | 3.700 | % | | | $2,000,000,000 | |
| (b) | If a substantial amount is set forth in answer to paragraph (a)(1) above, describe briefly the method employed by the registrant to reacquire such securities. |
From Open Market Purchases:
| | | | | | | | | | |
Series | | Date of Maturity | | | Interest Rate (%) | | | Total Amount Held by or for the Account of the Registrant |
$1.4B 6.5% GB due 2020 | | | January 20, 2020 | | | | 6.500 | % | | $5,000,000 |
$1.5B 6.375% GB due 2032 | | | January 15, 2032 | | | | 6.375 | % | | $35,500,000 |
$2.847B 6.375% GB due 2034 | | | October 23, 2034 | | | | 6.375 | % | | $82,000,000 |
$2.0B 3.95% GB due 2040 | | | January 20, 2040 | | | | 3.950 | % | | $64,700,000 |
$2.0B 3.700% GB due 2041 | | | March 1, 2041 | | | | 3.700 | % | | $7,822,000 |
From Liability Management Transactions:
| | | | | | | | |
| | | | | | |
Series | | Date of Maturity | | Interest Rate (%) | | | Total Amount Held by or for the Account of the Registrant |
$1.4B 6.5% GB due 2020 | | January 20, 2020 | | | 6.500 | % | | $247,178,000 |
$1.5B 6.375% GB due 2032 | | January 15, 2032 | | | 6.375 | % | | $80,219,000 |
$1.0B 9.375% GB due 2017 | | January 18, 2017 | | | 9.375 | % | | $144,017,000 |
$1.1B 9.875% GB due 2019 | | January 15, 2019 | | | 9.875 | % | | $68,826,000 |
$1.5B 8.375% GB due 2019 | | June 17, 2019 | | | 8.375 | % | | $55,412,000 |
$774.0M 7.50% GB due 2024 | | September 25, 2024 | | | 7.500 | % | | $408,248,000 |
$1.006B 9.5% GB due 2024 | | October 21, 2024 | | | 9.500 | % | | $17,459,000 |
$2.0B 10.625% GB due 2025 | | March 16, 2025 | | | 10.625 | % | | $79,997,000 |
$2.0B 9.5% GB due 2030 | | February 2, 2030 | | | 9.500 | % | | $73,874,000 |
$2.384B 7.75% GB due 2031 | | January 14, 2031 | | | 7.750 | % | | $40,936,000 |
5. | A statement as of the close of the last fiscal year of the registrant giving the estimated total of: |
| (a) | Internal floating indebtedness of the registrant. (Total to be stated in the currency of the registrant.) |
See “Debt Tables of the Republic of the Philippines” pages D-183 to D-229 of Exhibit 99.D, which is hereby incorporated by reference herein.
| (b) | External floating indebtedness of the registrant. (Total to be stated in the respective currencies in which payable.) |
See “Debt Tables of the Republic of the Philippines” pages D-183 to D-229 of Exhibit 99.D, which is hereby incorporated by reference herein.
6. | Statements of the receipts, classified by source, and of the expenditures, classified by purpose, of the registrant for each fiscal year of the registrant ended since the close of the latest fiscal year for which such information was previously reported. These statements should be so itemized as to be reasonably informative and should cover both ordinary and extraordinary receipts and expenditures; there should be indicated separately, if practicable, the amount of receipts pledged or otherwise specifically allocated to any issue registered, indicating the issue. |
See “Public Finance,” pages D-126 to D-132 of Exhibit 99.D, which is hereby incorporated by reference herein.
| (a) | If any foreign exchange control, not previously reported, has been established by the registrant (or if the registrant is other than a national government, by its national government), briefly describe the effect of any such action, not previously reported. |
Not applicable.
| (b) | If any foreign exchange control previously reported has been discontinued or materially modified, briefly describe the effect of any such action, not previously reported. |
Not applicable.
8. | Brief statements as of a date reasonably close to the date of the filing of this report (indicating such date), in respect of the note issue and gold reserves of the central bank of issue of the registrant, and of any further gold stocks held by the registrant. |
See “Balance of Payments—International Reserves,” page D-109 of Exhibit 99.D, which is hereby incorporated by reference herein.
9. | Statements of imports and exports of merchandise for each year ended since the close of the latest year for which such information was previously reported. The statements should be reasonably itemized so far as practicable as to commodities and as to countries. They should be set forth in items of value and of weight or quantity; if statistics have been established in terms of value, such will suffice. |
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See “Balance of Payments,” pages D-78 to D-110 of Exhibit 99.D, which is hereby incorporated by reference herein.
10. | The balances of international payments of the registrant for each year ended since the close of the latest year for which such information was previously reported. The statements of such balances should conform, if possible, to the nomenclature and form used in the “Statistical Handbook of the League of Nations.” (These statements need to be furnished only if the registrant has published balances of international payments.) |
See “Balance of Payments,” pages D-78 to D-110 of Exhibit 99.D, which is hereby incorporated by reference herein.
This annual report comprises:
| (a) | Pages numbered 1 to 7 consecutively. |
| (b) | The following exhibits: |
Exhibit A — None.
Exhibit B — None.
Exhibit 99.D — Description of Republic of the Philippines, dated January 2, 2018
This annual report is filed subject to the Instructions for Form 18-K for Foreign Governments and Political Subdivisions Thereof.
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TABLE OF CONTENTS
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Republic of the Philippines has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Manila, Republic of the Philippines on the 2nd day of January, 2018.
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| | REPUBLIC OF THE PHILIPPINES |
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By | | /s/ ROSALIA DE LEON |
| | Rosalia de Leon Treasurer of the Philippines |
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EXHIBIT INDEX
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Exhibit | | Description |
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99.D: | | Description of Republic of the Philippines, dated January 2, 2018 |
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