The Ghana Cocoa Board (COCOBOD) has taken a significant step toward its debt securities exchange programme by appointing CalBank Plc (CAL) as the arranger.
This move comes as COCOBOD invites holders of its short-term debt securities, known as Cocoa bills, to participate in the voluntary exchange for longer-term debt securities called Bonds. The total value of Cocoa bills eligible for exchange is estimated to be approximately GH¢7.93billion.
Under the exchange programme, COCOBOD seeks to offer Bonds with lower coupon rates to the holders of Cocoa bills. The issuance and management of these Bonds will be governed by the programme documents, which include an exchange memorandum dated 14 July 2023; a trust deed dated 14 July 2023 between COCOBOD (as the issuer) and Consolidated Bank Ghana Limited (CBG) (acting as trustee for the Bonds holders); and an agency agreement dated 14 July 2023 involving COCOBOD (as the issuer), CBG (as the bond trustee and paying bank); and Central Securities Depository as the transfer agent, calculation agent, and registrar for the Bonds.
Holders of Cocoa bills whose offers are accepted by COCOBOD will be entitled to receive five (5) different Bonds, with the combined principal amount rounded down to the nearest GH¢1 matching the principal amount of Cocoa bills tendered. Additionally, they will receive any accrued and unpaid interest due on the Cocoa bills. The five Bonds are scheduled to mature on a one-per-year basis consecutively from 2024 to 2028.
COCOBOD’s Chief Executive, Joseph Boahen Aidoo, in a letter dated 11 July 2023 addressed to all holders of Cocoa bills, provided insights into the reasons for undertaking this exchange programme. The Chief Executive’s letter has been included in the exchange memorandum to ensure transparency and clarity of purpose.
For prospective participants seeking detailed information on the exchange programme, COCOBOD is urging bill-holders to carefully review contents of the programme documents. Moreover, it is advisable to consult with dealers, investment advisers or other financial professionals before making any investment decision. Copies of the Programme Documents are readily accessible at the following links: https://projects.morrowsodali.com/CocobodDDE, https://calbank.net/CocobodDDE, and COCOBOD’s official website: https://cocobod.gh/CocobodDDE.
Interested Cocoa bill holders have until 4 pm on July 31, 2023 to submit their offers for exchange. However, COCOBOD retains the right to extend the submission deadline with prior approval from the Securities and Exchange Commission.
It said an offer once made cannot be revoked or withdrawn, except under specific circumstances outlined in the exchange memorandum.
The announcement emphasises that it serves purely informational purposes and should not be misconstrued as an invitation for Cocoa bill holders to participate in the exchange. The actual invitation for the exchange is solely made in compliance with provisions of the exchange memorandum.
The selection of CalBank Plc. (CAL) as arranger for the exchange programme showcases COCOBOD’s commitment to working with reputable and experienced partners to facilitate a smooth and successful execution of the exchange process. For any questions or assistance related to the exchange programme, Cocoa bill holders are encouraged to reach out to CAL by using the provided contact information.
As COCOBOD progresses with its debt securities exchange programme, stakeholders in the financial market are closely monitoring developments.
The exchange programme represents an opportunity for Cocoa bill holders to make informed decisions regarding their investments and align their financial strategies with COCOBOD’s long-term objectives.