Obligation Bahamasia 7.125% ( USP06518AD91 ) en USD

Bahamasia

100 % ▼

Bahamas

USP06518AD91 ( en USD )

7.125% par an ( paiement semestriel )

01/04/2038

Prospectus brochure de l'obligation Bahamas USP06518AD91 en USD 7.125%, échéance 01/04/2038

100 000 USD

100 000 000 USD

P06518AD9

02/10/2025 ( Dans 111 jours )

Les Bahamas sont un archipel de plus de 700 îles et îlots dans l'océan Atlantique, au large de la côte de la Floride, connues pour leurs eaux turquoise, leurs plages de sable blanc et leurs récifs coralliens.

L'Obligation émise par Bahamasia ( Bahamas ) , en USD, avec le code ISIN USP06518AD91, paye un coupon de 7.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/04/2038

O F F E R I N G M E M O R A N D U M
26MAR200823530734
U.S.$100,000,000
The Commonwealth of The Bahamas
7.125% Notes due 2038
The notes will bear interest at the rate of 7.125% per year. Interest on the notes is payable on
April 2 and October 2 of each year, beginning on October 2, 2008. The notes will mature on April 2,
2038. We may redeem some or all of the notes at any time. The redemption prices are discussed under
the caption ``Description of the Notes--Optional Redemption.''
The notes will be our direct, general, unsecured and unconditional obligations and will rank pari
passu, without any preference or priority of payment, among themselves and with all our other present
and future unsecured and unsubordinated indebtedness.
Application has been made to list the notes on the official list of the Luxembourg Stock Exchange,
and to have the notes admitted to trading on the Euro MTF market of the Luxembourg Stock
Exchange. This Offering Memorandum constitutes a prospectus for the purpose of the Luxembourg law
dated July 10, 2005 on Prospectuses for Securities.
The notes have not been registered under the Securities Act of 1933 or any state securities laws.
Accordingly, the notes are being offered and sold in the United States only to qualified institutional
buyers in accordance with Rule 144A under the Securities Act and outside the United States in
accordance with Regulation S under the Securities Act. Prospective purchasers that are qualified
institutional buyers are hereby notified that the seller of the notes may be relying on the exemption
from the provisions of Section 5 of the Securities Act provided by Rule 144A. For a description of
certain restrictions on transfers of the notes, see ``Notice to Investors.''
Price: 99.865% plus accrued interest, if any, from April 2, 2008.
The initial purchasers expect to deliver the notes to purchasers, in book-entry form through the
facilities of the Depository Trust Company, on or about April 2, 2008.
RBC Capital Markets
FirstCaribbean International Bank (Bahamas) Limited
Co-Manager
Citi
April 22, 2008

9APR200805033919

You should rely only on the information contained in this offering memorandum. We have not
authorized anyone to provide you with different information. We are not, and the initial purchasers are
not, making an offer of these securities in any state or jurisdiction where the offer is not permitted.
You should not assume that the information contained in this offering memorandum is accurate as of
any date other than the date on the front of this offering memorandum.
TABLE OF CONTENTS
Page
PRESENTATION OF FINANCIAL AND OTHER INFORMATION . . . . . . . . . . . . . . . . . . . .
viii
SUBMISSION TO JURISDICTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ix
SUMMARY OF THE OFFERING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
COMMONWEALTH OF THE BAHAMAS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6
THE ECONOMY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8
MONETARY AND FINANCIAL SYSTEM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15
EXTERNAL SECTOR OF THE ECONOMY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
20
GOVERNMENT ENTERPRISES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24
GOVERNMENT FINANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27
PUBLIC SECTOR DEBT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
32
USE OF PROCEEDS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
41
DESCRIPTION OF THE NOTES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
41
NOTICE TO INVESTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
55
TAXATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
57
PLAN OF DISTRIBUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
60
GENERAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
63
OFFICIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
63
LEGAL MATTERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
63
i

This offering memorandum has been prepared by us solely for use in connection with the
proposed offering of the securities described in this offering memorandum.
Notwithstanding anything in this offering memorandum to the contrary, each prospective investor
(and each employee, representative or other agent of the prospective investor) may disclose to any and
all persons, without limitation of any kind, the U.S. tax treatment and U.S. tax structure of any offering
and all materials of any kind (including opinions or other tax analyses) that are provided to the
prospective investor relating to such U.S. tax treatment and U.S. tax structure, other than any
information for which nondisclosure is reasonably necessary in order to comply with applicable
securities laws.
We have furnished the information contained in this offering memorandum. The initial purchasers
make no representation or warranty, express or implied, as to the accuracy or completeness of the
information contained in this offering memorandum. Nothing contained in this offering memorandum
is, or shall be relied upon as, a promise or representation by the initial purchasers as to the past or
future. The initial purchasers have not independently verified any of the information contained herein
(financial, legal or otherwise) and assume no responsibility for the accuracy or completeness of any
such information.
Neither the U.S. Securities and Exchange Commission, any state securities commission nor any
other regulatory authority, has approved or disapproved the securities nor have any of the foregoing
authorities passed upon or endorsed the merits of this offering or the accuracy or adequacy of this
offering memorandum. Any representation to the contrary is a criminal offense.
The notes are subject to restrictions on transferability and resale and may not be transferred or
resold except as permitted under the U.S. Securities Act of 1933 (the ``Securities Act'') and the
applicable state securities laws pursuant to registration or exemption therefrom. As a prospective
purchaser, you should be aware that you may be required to bear the financial risks of this investment
for an indefinite period of time. Please refer to the sections in this offering memorandum entitled
``Plan of Distribution'' and ``Notice to Investors.''
In making an investment decision, prospective investors must rely on their own examination of us
and the terms of the offering, including the merits and risks involved. Prospective investors should not
construe anything in this offering memorandum as legal, business or tax advice. Each prospective
investor should consult its own advisors as needed to make its investment decision and to determine
whether it is legally permitted to purchase the securities under applicable legal investment or similar
laws or regulations.
In this offering memorandum, we rely on and refer to certain economic and financial data. We
obtained some of this data from independent publications or other publicly available information. To
our knowledge, based on the information provided, no facts have been omitted which would render
such information misleading.
We confirm that to the best of our knowledge, as of the date hereof, the information contained in
this offering memorandum relating to The Bahamas and the notes is in all material respects in
accordance with the facts and does not omit anything likely to affect the import of such information in
any material respect. We are responsible for the accuracy and completeness of such information.
This offering memorandum contains summaries believed to be accurate with respect to certain
documents, but reference is made to the actual documents for complete information. All such
summaries are qualified in their entirety by such reference. Copies of documents referred to herein will
be made available to prospective investors upon request to us or the initial purchasers.
In connection with this offering, and for the sole purposes of stabilization activity which impacts
upon the United Kingdom, RBC Capital Markets Corporation, FirstCaribbean International Bank
ii

(Bahamas) Limited and Citigroup Global Markets Inc. may over-allot or effect transactions with a view
to supporting the market price of the notes at a level higher than that which might otherwise prevail
for a limited period after the issuance of the notes. However, there may be no obligation on RBC
Capital Markets Corporation, FirstCaribbean International Bank (Bahamas) Limited and Citigroup
Global Markets Inc. to do this. Such stabilizing, if commenced, may be discontinued at any time and
must be brought to an end after a limited period.
iii

NOTICE TO NEW HAMPSHIRE RESIDENTS
NEITHER THE FACT THAT A REGISTRATION STATEMENT OR AN APPLICATION FOR
A LICENSE HAS BEEN FILED UNDER RSA 421-B WITH THE STATE OF NEW HAMPSHIRE
NOR THE FACT THAT A SECURITY IS EFFECTIVELY REGISTERED OR A PERSON IS
LICENSED IN THE STATE OF NEW HAMPSHIRE CONSTITUTES A FINDING BY THE
SECRETARY OF STATE THAT ANY DOCUMENT FILED UNDER RSA 421-B IS TRUE,
COMPLETE AND NOT MISLEADING. NEITHER ANY SUCH FACT NOR THE FACT THAT
AN EXEMPTION OR EXCEPTION IS AVAILABLE FOR A SECURITY OR A TRANSACTION
MEANS THAT THE SECRETARY OF STATE HAS PASSED IN ANY WAY UPON THE MERITS
OR QUALIFICATIONS OF, OR RECOMMENDED OR GIVEN APPROVAL TO, ANY PERSON,
SECURITY OR TRANSACTION. IT IS UNLAWFUL TO MAKE, OR CAUSE TO BE MADE, TO
ANY PROSPECTIVE PURCHASER, CUSTOMER OR CLIENT ANY REPRESENTATION
INCONSISTENT WITH THE PROVISIONS OF THIS PARAGRAPH.
NOTICE TO RESIDENTS OF GERMANY
FOR THE OFFERED SECURITIES, NO PROSPECTUS HAS BEEN ISSUED, AUTHORIZED
OR PUBLISHED IN GERMANY. ACCORDINGLY, THE OFFERED SECURITIES MAY NOT BE
PUBLICLY OFFERED, SOLD OR DISTRIBUTED IN GERMANY OR FROM GERMANY AND
THIS OFFERING MEMORANDUM IS FOR THE RECIPIENT ONLY AND MAY NEITHER BE
FORWARDED TO ANY OTHER PERSON NOR TO THE PUBLIC IN GERMANY NOR FROM
GERMANY TO ANY OTHER PERSON OR TO THE PUBLIC OUTSIDE GERMANY. THE
OFFERED SECURITIES MAY, HOWEVER, BE OFFERED AND THIS OFFERING
MEMORANDUM MAY BE DISTRIBUTED IN GERMANY ON A PROFESSIONAL BASIS TO A
LIMITED NUMBER OF INVESTORS IN CIRCUMSTANCES QUALIFYING FOR THE
EXEMPTION UNDER SECTION 3(2) OF THE GERMAN SECURITIES PROSPECTUS ACT
(WERTPAPIERPROSPEKTGESETZ) OF 22ND JUNE 2005.
HINWEIS F ¨
UR IN DER BUNDESREPUBLIK DEUTSCHLAND
ANS¨
ASSIGE PERSONEN
F ¨
UR DIE ANGEBOTENEN WERTPAPIERE WURDE KEIN PROSPEKT IN
DEUTSCHLAND ERSTELLT, GEBILLIGT ODER VER ¨
OFFENTLICHT. DEMGEM ¨
ASS D ¨
URFEN
DIE ANGEBOTENEN WERTPAPIERE IN DEUTSCHLAND ODER VON DEUTSCHLAND AUS
NICHT ¨
OFFENTLICH ANGEBOTEN, VERKAUFT ODER VERTRIEBEN WERDEN, UND
DIESE VERKAUFSUNTERLAGE RICHTET SICH AUSSCHLIESSLICH AN DEN EMPF¨
ANGER
UND DARF WEDER IN DEUTSCHLAND AN EINE ANDERE PERSON ODER AN DIE
¨
OFFENTLICHKEIT NOCH VON DEUTSCHLAND AUS AN ANDERE PERSONEN ODER DIE
¨
OFFENTLICHKEIT AUSSERHALB DEUTSCHLANDS WEITERGEGEBEN WERDEN. IN
DEUTSCHLAND D ¨
URFEN DIE ANGEBOTENEN WERTPAPIERE JEDOCH ANGEBOTEN
UND DIESE VERKAUFSUNTERLAGE WEITERGEGEBEN WERDEN, WENN DIES IN
BERUFS ¨
UBLICHER WEISE GEGEN ¨
UBER EINER BEGRENZTEN ANZAHL VON ANLEGERN
UNTER UMST¨
ANDEN GESCHIEHT, DIE DEN ANFORDERUNGEN DES
AUSNAHMETATBESTANDS GEM ¨
ASS § 3 ABS. 2 DES DEUTSCHEN
WERTPAPIERPROSPEKTGESETZES VOM 22. JUNI 2005 ENTSPRECHEN.
NOTICE TO RESIDENTS OF IRELAND
Each of the Initial Purchasers has represented, warranted and agreed that:
(A) IT WILL NOT UNDERWRITE THE ISSUE OF, OR PLACE THE OFFERED
SECURITIES, OTHERWISE THAN IN CONFORMITY WITH THE PROVISIONS OF S.I.
iv

NO. 60 OF 2007, EUROPEAN COMMUNITIES (MARKETS IN FINANCIAL
INSTRUMENTS) REGULATIONS 2007 (MIFID REGULATIONS), INCLUDING,
WITHOUT LIMITATION, PARTS 6, 7, AND 12 THEREOF AND THE PROVISIONS OF
THE INVESTOR COMPENSATION ACT 1998;
(B) IT WILL NOT UNDERWRITE THE ISSUE OF, OR PLACE, THE OFFERED
SECURITIES, OTHERWISE THAN IN CONFORMITY WITH THE PROVISIONS OF
THE IRISH CENTRAL BANK ACTS 1942 - 2004 (AS AMENDED) AND ANY CODES
OF CONDUCT RULES MADE UNDER SECTION 117(1) THEREOF;
(C) IT WILL NOT UNDERWRITE THE ISSUE OF, OR PLACE, OR DO ANYTHING IN
IRELAND IN RESPECT OF THE OFFERED SECURITIES OTHERWISE THAN IN
CONFORMITY WITH THE PROVISIONS OF THE IRISH PROSPECTUS (DIRECTIVE
2003/71/EC) REGULATIONS 2005 AND ANY RULES ISSUED UNDER SECTION 51 OF
THE IRISH INVESTMENT FUNDS, COMPANIES AND MISCELLANEOUS
PROVISIONS ACT 2005, BY THE IRISH CENTRAL BANK AND FINANCIAL
SERVICES REGULATORY AUTHORITY (IFSRA); AND
(D) IT WILL NOT UNDERWRITE THE ISSUE OF, PLACE OR OTHERWISE ACT IN
IRELAND IN RESPECT OF THE OFFERED SECURITIES, OTHERWISE THAN IN
CONFORMITY WITH THE PROVISIONS OF THE IRISH MARKET ABUSE
(DIRECTIVE 2003/6/EC) REGULATIONS 2005 AND ANY RULES ISSUED UNDER
SECTION 34 OF THE IRISH INVESTMENT FUNDS, COMPANIES AND
MISCELLANEOUS PROVISIONS ACT 2005 BY IFSRA.
NOTICE TO RESIDENTS OF THE UNITED KINGDOM
THIS OFFERING MEMORANDUM AND ANY OTHER DOCUMENT IN CONNECTION
WITH THE OFFERING AND ISSUANCE OF THE OFFERED SECURITIES MAY ONLY BE
ISSUED OR PASSED ON TO A PERSON OF A KIND DESCRIBED IN ARTICLE 49(2) OF THE
FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005
OR IS A PERSON TO WHOM THIS OFFERING MEMORANDUM OR ANY OTHER SUCH
DOCUMENT MAY OTHERWISE LAWFULLY BE ISSUED OR PASSED ON (ALL SUCH
PERSONS TOGETHER BEING REFERRED TO AS ``RELEVANT PERSONS''). ANY
INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS OFFERING MEMORANDUM
RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN
ONLY WITH RELEVANT PERSONS.
NOTICE TO RESIDENTS OF THE NETHERLANDS
IT IS PROHIBITED TO OFFER SECURITIES IN THE NETHERLANDS UNLESS (I) A
PROSPECTUS, WHICH HAS BEEN APPROVED BY THE NETHERLANDS AUTHORITY FOR
THE FINANCIAL MARKETS (``AFM'') OR BY THE SUPERVISORY AUTHORITY OF
ANOTHER MEMBER STATE (PROVIDED, IN THE LATTER CASE, THAT THE REQUIRED
NOTIFICATION HAS BEEN MADE TO THE AFM), IS PUBLISHED OR (II) AN EXEMPTION
PURSUANT THE FSA OR THE EXEMPTION REGULATION PURSUANT TO THE FSA
(VRIJSTELLINGSREGELING WET OP HET FINANCIEEL TOEZICHT), AS AMENDED FROM
TIME TO TIME APPLIES. AN EXEMPTION TO THE PROHIBITION APPLIES IN CASE OF
(SECTION 5:3 FSA):
(A) AN OFFER OF THE SECURITIES ADDRESSED SOLELY TO QUALIFIED
INVESTORS, INCLUDING (I) PARTIES REGULATED OR AUTHORIZED TO ACT ON
THE FINANCIAL MARKETS, (II) GOVERNMENTAL ORGANIZATIONS,
(III) ENTITIES MEETING OF AT LEAST TWO OF THE FOLLOWING THREE
v

CRITERIA, (1) AN AVERAGE NUMBER OF EMPLOYEES OF AT LEAST 250, (2) A
TOTAL BALANCE SHEET OF MORE THAN EUR 43 MILLION AND (3) AN ANNUAL
NET TURNOVER OF MORE THAN EUR 50 MILLION, (IV) SMALL SIZED DUTCH
LEGAL ENTITIES WHO HAVE REQUESTED TO BE REGISTERED AS A QUALIFIED
INVESTOR BY THE AFM, (V) NATURAL PERSONS DOMICILED IN THE
NETHERLANDS WHO HAVE REQUESTED TO BE REGISTERED AS A QUALIFIED
INVESTOR BY THE AFM, MEETING AT LEAST TWO OF THE FOLLOWING THREE
CRITERIA: (1) ON AVERAGE AT LEAST 10 SIGNIFICANT TRANSACTIONS ON THE
FINANCIAL MARKETS PER QUARTER DURING THE LAST FOUR QUARTERS,
(2) THE SIZE OF THE PERSON'S SECURITIES PORTFOLIO EXCEEDS EUR 500,000
AND (3) THE PERSON HAS WORKED FOR AT LEAST ONE YEAR IN THE
FINANCIAL SECTION IN A PROFESSIONAL POSITION WHICH REQUIRES
KNOWLEDGE OF SECURITIES INVESTMENT, (VI) LEGAL ENTITIES WHOSE
CORPORATE PURPOSE IS SOLELY TO INVEST IN SECURITIES, AND (VII) A
NATURAL PERSON OR A COMPANY DEEMED TO BE A QUALIFYING INVESTOR
IN ANOTHER MEMBER STATE UNDER SECTION 2 (1), UNDER 3, SUB IV OR V, OF
DIRECTIVE 2003/71/EG. WHERE USED IN THIS PARAGRAPH, A ``MEMBER STATE''
SHALL MEAN A MEMBER STATE OF THE EUROPEAN UNION AS WELL AS A
STATE, NOT BEING AN EU MEMBER STATE THAT IS A PARTY TO THE
EUROPEAN ECONOMIC AREA AGREEMENT;
(B) AN OFFER OF THE SECURITIES ADDRESSED TO LESS THAN 100 NATURAL OR
LEGAL PERSONS PER MEMBER STATE (EXCLUDING QUALIFIED INVESTORS);
(C) AN OFFER OF THE SECURITIES ADDRESSED TO INVESTORS WHO ACQUIRE
SECURITIES FOR A TOTAL CONSIDERATION OF AT LEAST EUR 50,000 PER
INVESTOR, FOR EACH SEPARATE OFFER;
(D) THE NOMINAL CONSIDERATION PER SECURITY BEING AT LEAST EUR 50,000;
OR
(E) THE TOTAL VALUE OF THE OFFERED SECURITIES AMOUNTS TO LESS THAN
EUR 100,000, SUCH AMOUNT TO BE CALCULATED OVER A PERIOD OF TWELVE
MONTHS.
vi

NOTICE TO RESIDENTS OF THE EUROPEAN ECONOMIC AREA
IN RELATION TO EACH MEMBER STATE OF THE EUROPEAN ECONOMIC AREA
WHICH HAS IMPLEMENTED THE PROSPECTUS DIRECTIVE (EACH, A ``RELEVANT
MEMBER STATE''), WITH EFFECT FROM AND INCLUDING THE DATE ON WHICH THE
PROSPECTUS DIRECTIVE IS IMPLEMENTED OR APPLIED IN THAT RELEVANT MEMBER
STATE (THE ``RELEVANT IMPLEMENTATION DATE''), NO OFFER OF THE OFFERED
SECURITIES HAS BEEN MADE OR WILL BE MADE TO THE PUBLIC IN THAT RELEVANT
MEMBER STATE PRIOR TO THE PUBLICATION OF THE PROSPECTUS IN RELATION TO
THE OFFERED SECURITIES WHICH HAS BEEN APPROVED BY THE COMPETENT
AUTHORITY IN THAT RELEVANT MEMBER STATE OR, WHERE APPROPRIATE,
APPROVED IN ANOTHER RELEVANT MEMBER STATE AND NOTIFIED TO THE
COMPETENT AUTHORITY IN THAT RELEVANT MEMBER STATE, ALL IN ACCORDANCE
WITH THE PROSPECTUS DIRECTIVE AS IMPLEMENTED OR APPLIED IN THE RELEVANT
MEMBER STATE, EXCEPT THAT, WITH EFFECT FROM AND INCLUDING THE RELEVANT
IMPLEMENTATION DATE, AN OFFER OF THE OFFERED SECURITIES MAY BE MADE TO
THE PUBLIC IN THAT RELEVANT MEMBER STATE AT ANY TIME:
(A) TO LEGAL ENTITIES WHICH ARE AUTHORIZED OR REGULATED TO OPERATE
IN THE FINANCIAL MARKETS OR, IF NOT SO AUTHORIZED OR REGULATED,
WHOSE CORPORATE PURPOSE IS SOLELY TO INVEST IN SECURITIES;
(B) TO ANY LEGAL ENTITY WHICH HAS TWO OR MORE OF (1) AN AVERAGE OF AT
LEAST 250 EMPLOYEES DURING THE LAST FINANCIAL YEAR; (2) A TOTAL
BALANCE SHEET OF MORE THAN EURO 43,000,000 AND (3) AN ANNUAL NET
TURNOVER OF MORE THAN EURO 50,000,000, AS SHOWN IN ITS LAST ANNUAL
OR CONSOLIDATED ACCOUNTS; OR
(C) IN ANY OTHER CIRCUMSTANCES FALLING WITHIN ARTICLE 3 OF THE
PROSPECTUS DIRECTIVE.
FOR THE PURPOSES OF THIS PROVISION, THE EXPRESSION AN ``OFFER OF THE
OFFERED SECURITIES TO THE PUBLIC'' IN RELATION TO ANY OFFERED SECURITIES
IN ANY RELEVANT MEMBER STATE MEANS THE COMMUNICATION IN ANY FORM AND
BY ANY MEANS OF SUFFICIENT INFORMATION ON THE TERMS OF THE OFFER AND
THE OFFERED SECURITIES TO BE OFFERED SO AS TO ENABLE AN INVESTOR TO
DECIDE TO PURCHASE OR SUBSCRIBE FOR THE OFFERED SECURITIES, AS THE SAME
MAY BE VARIED IN THAT MEMBER STATE BY ANY MEASURE IMPLEMENTING THE
PROSPECTUS DIRECTIVE IN THAT MEMBER STATE AND THE EXPRESSION
``PROSPECTUS DIRECTIVE'' MEANS DIRECTIVE 2003/71/EC AND INCLUDES ANY
RELEVANT IMPLEMENTING MEASURE IN EACH RELEVANT MEMBER STATE.
vii

STATEMENT REGARDING FORWARD-LOOKING DISCLOSURE
This offering memorandum includes forward-looking statements which represent the Government's
expectations or beliefs concerning future events that involve risks and uncertainties, including those
associated with the effect on The Bahamas of Bahamian, U.S. and worldwide economic conditions, the
ability of the Government to implement its strategies for economic growth, the ability of the
Government to continue to attract tourists to The Bahamas, the possible effect of a hurricane on the
Bahamian economy and other factors. Other than statements of historical facts included in this offering
memorandum, all statements, including statements under ``Summary of the Offering,'' ``Commonwealth
of The Bahamas,'' ``The Economy,'' ``Monetary and Financial System,'' ``External Sector of the
Economy,'' ``Government Finance,'' ``Public Sector Debt'' and elsewhere herein, are forward-looking
statements. Although the Government believes that the expectations reflected in such forward-looking
statements are reasonable, it can give no assurance that such expectations will prove to have been
correct. Certain important factors that could cause actual results to differ materially from the
Government's expectations are disclosed in this offering memorandum, including in conjunction with
the forward-looking statements included in this offering memorandum.
PRESENTATION OF FINANCIAL AND OTHER INFORMATION
In this offering memorandum, unless otherwise specified, all currency amounts are denominated in
Bahamian dollars (``$''). The Bahamian dollar circulates freely with the U.S. dollar (``U.S.$'') in The
Bahamas and its value has been maintained by the government (the ``Government'') at parity with the
U.S. dollar since 1973, as described in ``Monetary and Financial System--Exchange Rates and
Exchange Controls.''
All economic and financial data included in this offering memorandum are presented on a
calendar year basis, except for Government revenue and expenditure data (historical and budgetary)
which are presented on a fiscal year basis and except for other data as otherwise indicated. The fiscal
year of The Bahamas currently consists of the twelve months ending June 30 of each year. Government
finance statistics are compiled in accordance with the government finance statistics manual prepared by
the International Monetary Fund, or the ``IMF.''
Certain revenue, expenditure and other financial information included in this offering
memorandum for certain fiscal periods, and certain economic data for certain calendar years, are
available only on a provisional basis pending final compilation and completion of analysis by the
Government as described in ``Government Finance--Budget Process.'' Government accounts are
considered ``provisional'' until the audit report, prepared by the Auditor-General, relating to such
accounts is presented to Parliament. Provisional information is identified herein as ``2006(p)'' or ``Fiscal
2006/2007(p)'' and provisional information for other fiscal years is referred to in a corresponding
manner. The fiscal year 2001/2002 through 2004/2005 accounts have been audited by the Auditor-
General and have been submitted to Parliament. The Government's fiscal year 2005/2006 accounts have
been reviewed by the Auditor-General and are waiting submission to Parliament. The Auditor-General
has not yet completed its review of the Government's fiscal year 2006/2007 accounts. Certain economic
data for the year ended December 31, 2007 is not available as of the date hereof.
Estimates of Gross Domestic Product, or GDP, and its components that are included in this
Offering Memorandum have been prepared by the Department of Statistics of the Commonwealth of
The Bahamas.
As used herein, the term ``public sector debt'' includes direct internal and external debt of the
Government and, unless the context otherwise requires, internal and external debt of the public
corporations of The Bahamas. In light of the Government's ownership interest in these entities, the
Government is the guarantor by contract of certain indebtedness of the public corporations, and the
incurrence of any debt by the public corporations is subject to Government approval. The Government
viii