Filed Pursuant to Rule 424(b)(3)
Registration Nos. 333-255456
The information in this prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission. This prospectus supplement is not an offer to sell these securities and is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.
SUBJECT TO COMPLETION DATED JULY 21, 2021
PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED MAY 25, 2021
Republic of Indonesia
€[●] [●]% Bonds Due [●]
US$[●] [●]% Bonds Due [●]
US$[●] 3.050% Bonds Due 2051
US$[●] 3.350% Bonds Due 2071
The Republic of Indonesia (the “Republic”) is offering €[●] in aggregate principal amount of its [●]% bonds due [●] (the “[●] Bonds”), US$[●] in aggregate principal amount of its [●]% bonds due [●] (the “[●] Bonds”), US$[●] in aggregate principal amount of its 3.050% bonds due 2051 (the “2051 Bonds”) and US$[●] in aggregate principal amount of its 3.350% bonds due 2071 (the “2071 Bonds,” and, together with the [●] Bonds, the [●] Bonds and the 2051 Bonds, the “Bonds”). Interest on the [●] Bonds will accrue from [●], 2021 and be payable annually in arrears on [●] of each year, beginning on [●], 2022 until redemption or maturity. Interest on the [●] Bonds will accrue from [●], 2021 and be payable semi-annually in arrears on [●] and [●] of each year, beginning on [●], 2022 until redemption or maturity. Interest on the 2051 Bonds and the 2071 Bonds will accrue from January 12, 2021 and be payable semi-annually in arrears on March 12 and September 12 of each year, beginning on September 12, 2021 until redemption or maturity.
The 2051 Bonds will be a further issuance of, and will form a single series with the existing U.S.$1,250,000,000 aggregate principal amount of the Republic’s 3.050% Bonds due 2051 (CUSIP 455780 CW4 and ISIN US455780CW44) issued on January 12, 2021 (“original 2051 Bonds”). The 2051 Bonds offered hereby will have the same terms and CUSIP number as, and will trade interchangeably with, the original 2051 Bonds immediately upon settlement. After giving effect to the offering, the total amount outstanding of the Republic’s Bonds due 2051 will be U.S.$[●].
The 2071 Bonds will be a further issuance of, and will form a single series with the existing U.S.$500,000,000 aggregate principal amount of the Republic’s 3.350% Bonds due 2071 (CUSIP 455780 CX2 and ISIN US455780CX27) issued on January 12, 2021 (“original 2071 Bonds”). The 2071 Bonds offered hereby will have the same terms and CUSIP number as, and will trade interchangeably with, the original 2071 Bonds immediately upon settlement. After giving effect to the offering, the total amount outstanding of the Republic’s Bonds due 2071 will be U.S.$[●].
The Bonds contain “collective action clauses.” Under these provisions, which differ from the terms of the Republic’s public external indebtedness issued prior to January 8, 2015, modifications affecting the reserve matters listed in the indenture, including modifications to payment and other important terms, may be made to a single series of debt securities issued under the indenture (including the Bonds) with the consent of the holders of 75% of the aggregate principal amount outstanding of that series, and to two or more series of debt securities issued under the indenture either (x) with the consent of holders of 75% of the aggregate principal amount of the outstanding debt securities of all the series affected by the proposed modification (taken in aggregate) if the modification is uniformly applicable; or (y) with the consent of the holders of 662/3% of the aggregate principal amount outstanding of all series of debt securities that would be affected and 50% in aggregate principal amount outstanding of each affected series of debt securities.
Application will be made for the listing of the Bonds on the Singapore Exchange Securities Trading Limited (“SGX-ST”) and the Open Market of the Frankfurt Stock Exchange. The SGX-ST assumes no responsibility for the correctness of any of the statements made or opinions or reports contained in this prospectus supplement and the accompanying prospectus. Admission of the Bonds to the official list of the SGX-ST is not to be taken as an indication of the merits of the Republic or the Bonds.
You should read this prospectus supplement and the accompanying prospectus carefully. You should not assume that the information in this prospectus supplement and the accompanying prospectus is accurate as of any date other than the date on the front of these documents.
The Euro-denominated Bonds will be represented by one or more global Bonds registered in the name of a nominee of the common depositary for Euroclear Bank, S.A./N.V. (“Euroclear” or the “Euroclear System”) and Clearstream Banking, S.A. (“Clearstream” or “Clearstream, Luxembourg”), and the U.S. dollar-denominated Bonds will be represented by one or more global Bonds registered in the name of a nominee of The Depository Trust Company (“DTC”), as depositary. The Republic expects to deliver the Bonds to investors in registered book-entry form only through the facilities of DTC for the U.S. dollar-denominated Bonds and Clearstream, Luxembourg and Euroclear for the Euro-denominated Bonds, on or about [●], 2021.
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| | [●] Bonds | | | [●] Bonds | | | 2051 Bonds | | | 2071 Bonds | |
| | Per Bond | | | Total | | | Per Bond | | | Total | | | Per Bond | | | Total | | | Per Bond | | | Total | |
Price to investors | | | [ | ●]% | | € | [●] | | | | [ | ●]% | | | US$[●] | | | | [ | ●]% | | | US$[●] | | | | [ | ●]% | | | US$[●] | |
Underwriting discounts and commissions | | | [ | ●]% | | € | [●] | | | | [ | ●]% | | | US$[●] | | | | [ | ●]% | | | US$[●] | | | | [ | ●]% | | | US$[●] | |
Proceeds, before expenses, to the Republic | | | [ | ●]% | | € | [●] | | | | [ | ●]% | | | US$[●] | | | | [ | ●]% | | | US$[●] | | | | [ | ●]% | | | US$[●] | |
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Joint Lead Managers and Joint Bookrunners
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BNP PARIBAS | | BofA Securities | | Crédit Agricole CIB | | Deutsche Bank | | | HSBC | |
Co-Managers
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PT BRI Danareksa Sekuritas | | PT Trimegah Sekuritas Indonesia Tbk |
The date of this prospectus supplement is [●], 2021.