SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 18-K/A
AMENDMENT NO. 2
For Foreign Governments and Political Subdivisions Thereof
ANNUAL REPORT
of
CANADA
(Name of Registrant)
Date of end of last fiscal year: March 31, 2013
SECURITIES REGISTERED*
(As of the close of the fiscal year)
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| Time of Issue | | Amounts as to which registration is effective | | Name 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:
PASCALE DUGRÉ-SASSEVILLE
Counsellor (Finance)
Canadian Embassy
501 Pennsylvania Avenue, N.W.
Washington, D.C. 20001
Copies to:
| | | | |
DAN CALOF Acting Director Financial Markets Division Department of Finance, Canada 11th Floor, East Tower L’Esplanade Laurier 140 O’Connor Street Ottawa, Ontario K1A 0G5 | | DON WILSON Consul Consulate General of Canada 1251 Avenue of the Americas New York, NY 10020 | | PAUL E. DENARO Milbank, Tweed, Hadley & McCloy LLP 1 Chase Manhattan Plaza New York, NY 10005 |
* The Registrant is filing this amendment to its annual report on a voluntary basis.
This amendment to Canada’s Annual Report on Form 18-K for the year ending March 31, 2013 is being filed to include as exhibits to such form (i) the Fiscal Agency Agreement to be dated as of February 27, 2014 between Canada and Citibank, N.A., as fiscal agent, transfer agent, registrar and principal paying agent, (ii) the Underwriting Agreement dated as of February 20, 2014 between Canada and HSBC Securities (USA) Inc., J.P. Morgan Securities plc, RBC Capital Markets, LLC and Scotia Capital (USA) Inc., as representatives of the several underwriters, (iii) the Opinion and Consent of Counsel, General Legal Services Division, Department of Finance Canada, (iv) Consent of Milbank, Tweed, Hadley & McCloy LLP, U.S. Counsel for Canada and (v) Consent of Stikeman Elliott LLP, Canadian Counsel for the underwriters, all of which were prepared in connection with the offering of U.S. $3,000,000,000 aggregate principal amount of Canada’s 1.625% United States Dollar Bonds due February 27, 2019 (the “bonds”) described in Canada’s prospectus supplement dated February 20, 2014 (the “prospectus supplement”) to its prospectus dated January 31, 2012 (the “prospectus”) relating to bonds registered on Registration Statement No. 333-178626.
That portion of the bonds offered by the prospectus supplement and prospectus sold or to be sold in the United States or in circumstances where registration of the bonds is required has been registered under registration statement no. 333-178626. Such portion is not expected to exceed an aggregate principal amount of U.S. $1,400,000,000. Following the completion of the offering of the bonds offered by the prospectus supplement and the prospectus, an aggregate of U.S. $2,375,000,000 will remain registered on registration statement no. 333-178626.
The exhibits to Canada’s Annual Report on Form 18-K for the year ended March 31, 2013, are hereby amended to include the following:
| | Exhibit E: | Fiscal Agency Agreement |
| | Exhibit F: | Underwriting Agreement |
| | Exhibit G: | Opinion and Consent of Senior Counsel, Department of Justice (Canada), Finance – General Legal Services |
| | Exhibit H: | Consent of Milbank, Tweed, Hadley & McCloy LLP |
| | Exhibit I: | Consent of Stikeman Elliott LLP |
It is estimated that the expenses of Canada in connection with the sale of the bonds will be as follows:
| | | | |
Filing Fee | | U.S. $ | 68,198 | |
Legal | | | 150,000 | |
Miscellaneous Expenses | | | 31,802 | |
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| | U.S. $ | 250,000 | |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Amendment No. 2 to its annual report to be signed on its behalf by the undersigned, thereunto duly authorized, at Ottawa, Canada, on the 26th day of February, 2014.
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| CANADA |
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| By: | | /s/ Clifton Lee-Sing |
| | Clifton Lee-Sing Chief Reserves and Risk Management Section Financial Markets Division Department of Finance Government of Canada |
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EXHIBIT INDEX
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Exhibit
No. | | |
| |
| E: | | Fiscal Agency Agreement |
| |
| F: | | Underwriting Agreement |
| |
| G: | | Opinion and Consent of Senior Counsel, Department of Justice (Canada), Finance – General Legal Services |
| |
| H: | | Consent of Milbank, Tweed, Hadley & McCloy LLP |
| |
| I: | | Consent of Stikeman Elliott LLP |
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