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August 15, 2023. LONDON, England.

Bank of America announces the completion of the first ‘Debt-for-Nature’ transaction in Continental Africa and Africa’s first ever involving private creditors to refinance $500 million of Gabon’s sovereign debt.

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The new funding will enable Gabon to contribute $125 million to support ocean conservation.


The transaction is Africa’s largest debt refinancing for ocean conservation to date and represents the highest amount of new debt raised for a project supported by The Nature Conservancy (“TNC”)


Bank of America announces the completion of the first ever debt-for-nature transaction in Continental Africa to refinance $500 million of sovereign debt of the Gabonese Republic (“Gabon”). The transaction will enable the country to contribute $125 million in new funding for ocean conservation, supporting their commitment to protect 30 percent of its lands, freshwater systems, and ocean by 2030.


Ocean health is critical to the world economy and the global communities who rely on it to survive. According to the UN Conference on Trade and Development, the sustainable ocean economy is nearly $3 trillion, roughly 3 to 5 percent of the global GDP. The challenges faced by our marine ecosystem are recognized by the United Nations (UN) Sustainable Development Goals (SDG) as Goal 14, which aims to conserve and sustainably use the ocean, seas and marine resources for sustainable development. Blue bonds are debt instruments, issued by governments and development banks to raise capital from investors to finance marine and ocean-based projects that have positive environmental, economic and climate benefits. Similarly, a Blue Loan is a loan where the proceeds are dedicated to finance or refinance activities that contribute to ocean protection.


Bank of America acted as Sole Initial Purchaser, Structuring Agent and Bookrunner on the $500 million issuance, marking the start of what will be a 15-year-long conservation and refinancing project for Gabon. As part of the transaction, Bank of America also acted as Sole Dealer Manager for a tender offer using the proceeds raised from the new Blue Bond issuance used to repurchase a portion of Gabon’s existing sovereign U.S. dollar-denominated Eurobonds.


The payments by Gabon will be partially used to fund contributions to an independent Conservation Fund (with TNC as the project manager and technical advisor) and pay into an endowment that will continue to fund conservation after the bonds are repaid. The U.S. International Development Finance Corporation (DFC) is providing political risk insurance for the Blue Loan to Gabon, which enhances the credit rating of the bond issuance and provides debt relief for Gabon over the next 15 years. This deal also represents the highest amount of new debt raised for a TNC-sponsored project.


“As the first debt-for-nature transaction in Continental Africa, this transaction demonstrates Bank of America’s commitment to sustainable finance and our ability to innovate for our clients. We are encouraged by the enthusiastic response from the global investor community and hope this transaction will serve as a blueprint that can be scaled for other countries interested in improving the sustainability of their debt, while putting global capital to work in enhancing natural capital,” said Paul M. Donofrio, vice chair of Bank of America.


H.E President Ali Bongo Ondimba of Gabon said: “The launch of Gabon’s Blue Bond is an important moment, giving us hope that green or blue financial mechanisms will grow significantly in coming years and help countries like Gabon, who effectively protect critical ecosystems whilst also growing our economies. All too often talk of these new mechanisms to reward countries like my own remain just that. In this case, thanks to the work of our partner, Bank of America, The Nature Conservancy, and the US International Development Finance Corporation, we have made it a reality. I call on Developed Nations and our Multilateral Banks to multiply these sorts of initiatives, which could make a significant contribution to addressing the critical challenges of Climate Change and Biodiversity Loss."


“As a global financial services organization, we are committed to helping lead our clients towards a more sustainable future by developing innovative investments that put global capital to work,” said Bernard Mensah, President of International at Bank of America. “We are proud to be partnering with TNC, DFC and the Gabonese Republic, to contribute to the growing blue bond market and ultimately increase the speed and scalability of future blended conservation deals.”


“The Nature Conservancy’s Blue Bonds for Ocean Conservation program is an ambitious plan that aligns with national and international commitments to scale up ocean conservation around the world and address urgent biodiversity loss through improved ocean management”, said Jennifer Morris, CEO of The Nature Conservancy. “Gabon is the fourth Blue Bonds project for us and combines finance with science and marine planning expertise to help governments reach their conservation and climate goals while also supporting the well-being of their people and economies. Working with Bank of America, we are helping Gabon to ensure protection and management for 30 percent of its ocean – which brings us one step closer to TNC’s bold goal to conserve nearly 10 billion acres of ocean by 2030.”


“DFC’s political risk insurance provided critical support for this historic transaction, helping to mobilize capital from institutional investors and catalyze additional investment in Gabon’s marine conservation efforts,” said DFC CEO Scott Nathan. “We are proud to contribute to this kind of innovative financing in Continental Africa, having supported similar efforts in Central and South America. The Gabon Blue Bond will generate nearly $125 million in financing for new marine conservation efforts over the next 15 years, advancing critical conservation goals, protecting endangered species, and supporting the country’s sustainable ‘blue economy.’ Like previous transactions DFC has supported in Belize and Ecuador, the Gabon Blue Bond illustrates how DFC can effectively lift the credit-profile of a bond issuance to deepen capital markets. We are proud to have partnered on this transformative transaction.”


In 2020 Bank of America set a goal to mobilize and deploy $1.5 trillion by 2030 to advance the sustainable development goals (SDGs) 193 countries agreed to in 2015, with $1 trillion of that focused on helping clients transition to a low-carbon future. From 2021 through 2022, we mobilized and deployed a cumulative total of $410 billion in sustainable finance, with more than $235 billion of that focused on helping drive affordable clean energy and related priorities. This transaction showcases a model of how to raise conservation funding that promotes sustainable development while simultaneously helping to achieve national development priorities, including the sustainable development and growth of Gabon’s marine economy.


Bank of America


Bank of America is one of the world’s leading financial institutions, serving individual consumers, small and middle-market businesses and large corporations with a full range of banking, investing, asset management and other financial and risk management products and services. The company provides unmatched convenience in the United States, serving approximately 68 million consumer and small business clients with approximately 3,900 retail financial centers, approximately 15,000 ATMs and award-winning digital banking with approximately 57 million verified digital users. Bank of America is a global leader in wealth management, corporate and investment banking and trading across a broad range of asset classes, serving corporations, governments, institutions and individuals around the world. Bank of America offers industry-leading support to approximately 4 million small business households through a suite of innovative, easy-to-use online products and services. The company serves clients through operations across the United States, its territories and more than 35 countries. Bank of America Corporation stock (NYSE: BAC) is listed on the New York Stock Exchange.


Reporters may contact:


Gaël Gunubu, Bank of America

Phone: 00442079965625


Sheryl Lee, Bank of America

Phone: 1.657.234.9950




June 26, 2023. TOKYO, Japan.

Sumitomo Mitsui Trust Holdings, Inc. (the “Company”) hereby announces the results of the exercise of voting rights at the ordinary general meeting of shareholders for the Twelfth fiscal period (the “Meeting”) of the Company held on June 23, 2023, as follows.

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1. Status of Voting Rights

Number of shareholders holding voting rights 49,309

Number of voting rights held by such shareholders 3,628,343


2. Results of Exercise of Voting Rights



[Notes]

1. Approval of a majority of the voting rights held by the shareholders present at the Meeting is required.


2. Approval of a majority of the voting rights held by the shareholders present at the Meeting who hold in aggregate not less than one-third (1/3) of the voting rights of the shareholders entitled to exercise their voting rights, is required.


3. The requirements for resolution were satisfied by total numbers of voting rights that were exercised up to the day before the Meeting and voting rights of partial shareholders who attended the Meeting, that approval and disapproval for each agendum were confirmed, and all agenda were resolved under the Companies Act. Due to the above reason, voting rights of shareholders who attended the Meeting, that approval, disapproval and abstentions were not confirmed, have not been counted.


For further information, please contact:

IR Department, Sumitomo Mitsui Trust Holdings, Inc.

Telephone: +81-3-3286-8354 Facsimile: +81-3-3286-4654


Updated: May 16, 2023

May 11, 2023. NEW YORK.

Outstanding US Law-Governed Citi-Issued USD LIBOR CMS Instruments Planned to be Calculated Pursuant to Fallback Provisions after June 30, 2023

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On November 14, 2022, ICE Benchmark Administration (“IBA”), the publisher of the USD LIBOR ICE Swap Rate, announced that it intends to cease publication of all ICE Swap Rate settings based on USD LIBOR after June 30, 2023 (the "Cessation Date"). This announcement follows the announcement by the UK Financial Conduct Authority on March 5, 2021, that all USD LIBOR settings will either cease or no longer be representative after the Cessation Date. The USD LIBOR ICE Swap Rate is also referred to as a constant maturity swap (or “CMS”) rate, and in this press release is referred to as the “USD LIBOR CMS Rate”.


Citigroup Inc. and certain of its consolidated subsidiaries have issued debt securities, certificates of deposit, preferred stock, asset-backed securities and trust preferred securities that:


  1. use the USD LIBOR CMS Rate as a benchmark (i.e., as a reference for calculating or determining one or more valuations, payments or other measurements),

  2. will not mature before the Cessation Date and

  3. are governed by U.S. law or the law of a U.S. state (“Legacy CMS Instruments”).


Citi is issuing this press release to provide notice that, after the Cessation Date, it expects that calculations referencing the USD LIBOR CMS Rate in the Legacy CMS Instruments will no longer be calculated by reference to the USD LIBOR CMS Rate, but instead will be calculated pursuant to the applicable fallback provisions described below.


Legacy CMS Instruments

Each Legacy CMS Instrument in scope of this press release falls into one of the following categories. Please refer to the corresponding annex for a list of the Legacy CMS Instruments covered by this press release.


1. Initial fallback to dealer quotations


Annex 1 lists Legacy CMS Instruments containing fallback provisions that provide that, if the relevant USD LIBOR CMS Rate is not published on any day on which the rate is required, the calculation agent will determine the rate on the basis of quotations provided to the calculation agent by leading swap dealers in the New York City interbank market for the fixed leg of a fixed-for-floating USD interest rate swap transaction, where the floating leg is based on USD LIBOR (as set forth in more detail in the terms of these Legacy CMS Instruments). Under the terms of these Legacy CMS Instruments, if the calculation agent is unable to obtain a sufficient number of such quotations, then the relevant USD LIBOR CMS Rate will be determined by the calculation agent in good faith and using its reasonable judgment.


As it is expected that the USD LIBOR CMS Rate will not be published following the Cessation Date, the calculation agent intends following the Cessation Date to request quotations for USD interest rate swap transactions referencing USD LIBOR, as described above. If the calculation agent is able to obtain a sufficient number of such quotations (as set forth in the terms of these Legacy CMS Instruments), then calculations based on the USD LIBOR CMS Rate in these Legacy CMS Instruments will be calculated instead by reference to such quotations.


In light of the fact that USD LIBOR is expected to cease or no longer be representative after the Cessation Date, it is currently uncertain whether it will be possible to obtain quotations for USD interest rate swap transactions referencing USD LIBOR (as set forth in more detail in the terms of these Legacy CMS Instruments) after the Cessation Date. In the event that the calculation agent is unable to obtain a sufficient number of such quotations after the Cessation Date, the calculation agent may decide not to request quotations indefinitely, as to do so would serve no purpose. If a sufficient number of quotations are not available on any date of determination for any Legacy CMS Instrument or if the calculation agent has determined prior to such date of determination that it is futile to continue requesting such quotations, the calculation agent intends to follow the approach adopted by the International Swaps and Derivatives Association ("ISDA") for the swaps market and determine the relevant USD LIBOR CMS Rate in accordance with the fallback provisions set forth in Annex 3. Broadly, these fallback provisions consist of using the USD SOFR ICE Swap Rate (“SOFR ISR”), adding the ISDA fallback spread adjustment and applying technical adjustments to account for differences in payment frequency and day count conventions between USD LIBOR swaps and SOFR swaps. IBA has announced that it intends to publish a rate calculated in this manner starting on July 3, 2023.


2. Initial fallback to calculation agent selection of alternative rate


Annex 2 lists Legacy CMS Instruments containing fallback provisions that provide that, if the calculation and publication of the relevant USD LIBOR CMS Rate is permanently canceled, then the calculation agent may replace that USD LIBOR CMS Rate with an alternative rate that it determines, in its sole discretion, represents the same or a substantially similar measure or benchmark as that USD LIBOR CMS Rate. For these Legacy CMS Instruments, the calculation agent intends, for all calculations made after the Cessation Date, to replace the relevant USD LIBOR CMS Rate with a fallback rate calculated in accordance with Annex 3.


This press release applies only to the Legacy CMS Instruments listed on one of the annexes 1 or 2.


The applicable issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (“SEC”) for certain of the securities to which this communication relates. Before investing, any investor should read the prospectus in that registration statement and the other documents the issuer has filed with the SEC for more complete information about the issuer and such securities. Any investor may obtain these documents without cost by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, any investor can request these documents from Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: (800) 831-9146 or email: prospectus@citi.com.


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