Filed Pursuant to Rule 424(b)(5)
Registration Nos. 333-255456
PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED MAY 25, 2021
Republic of Indonesia
€500,000,000 1.300% Bonds Due 2034
US$600,000,000 2.150% Bonds Due 2031
US$650,000,000 3.200% Bonds Due 2061
The Republic of Indonesia (the “Republic”) is offering €500,000,000 in aggregate principal amount of its 1.300% bonds due 2034 (the “2034 Bonds”), US$600,000,000 in aggregate principal amount of its 2.150% bonds due 2031 (the “2031 Bonds”) and US$650,000,000 in aggregate principal amount of its 3.200% bonds due 2061 (the “2061 Bonds,” and, together with the 2031 Bonds and the 2034 Bonds, the “Bonds”). Interest on the 2034 Bonds will accrue from September 23, 2021 and be payable annually in arrears on March 23 of each year, beginning on March 23, 2022 until redemption or maturity. Interest on the 2031 Bonds will accrue from July 28, 2021 and be payable semi-annually in arrears on January 28 and July 28 of each year, beginning on January 28, 2022 until redemption or maturity. Interest on the 2061 Bonds will accrue from September 23, 2021 and be payable semi-annually in arrears on March 23 and September 23 of each year, beginning on March 23, 2022 until redemption or maturity. The Republic may redeem the Bonds, in whole or in part, before maturity on the terms described herein.
The 2031 Bonds will be a further issuance of, and will form a single series with the existing U.S.$600,000,000 aggregate principal amount of the Republic’s 2.150% Bonds due 2031 (CUSIP 455780 CY0 and ISIN US455780CY00) issued on July 28, 2021 (“original 2031 Bonds”). The 2031 Bonds offered hereby will have the same terms and CUSIP number as, and will trade interchangeably with, the original 2031 Bonds immediately upon settlement. After giving effect to the offering, the total amount outstanding of the Republic’s Bonds due 2031 will be U.S.$1,200,000,000.
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 September 23, 2021.
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| | 2034 Bonds | | | 2031 Bonds | | | 2061 Bonds | |
| | Per Bond | | | Total | | | Per Bond | | | Total | | | Per Bond | | | Total | |
Price to investors | | | 99.419 | % | | € | 497,095,000.00 | | | | 99.734 | % | | US$ | 598,404,000.00 | (1) | | | 98.225 | % | | US$ | 638,462,500.00 | |
Underwriting discounts and commissions | | | 0.040 | % | | € | 198,838.00 | | | | 0.04 | % | | US$ | 239,361.60 | | | | 0.04 | % | | US$ | 255,385.00 | |
Proceeds, before expenses, to the Republic | | | 99.379 | % | | € | 496,896,162.00 | | | | 99.694 | % | | US$ | 598,164,638.40 | (1) | | | 98.185 | % | | US$ | 638,207,115.00 | |
(1) | Not including accrued interest totaling U.S.$1,970,833.33, from July 28, 2021, to but not including September 23, 2021, the date the Republic expects to deliver the 2031 Bonds offered by this prospectus supplement, and additional interest to the date of delivery, if later. |
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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BofA Securities | | Citigroup | | Crédit Agricole CIB | | HSBC | | | UBS | |
Co-Managers
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PT BRI Danareksa Sekuritas | | PT Trimegah Sekuritas Indonesia Tbk |
The date of this prospectus supplement is September 13, 2021.