Obligation Paname 3.875% ( US698299BF03 ) en USD

Paname

95.47 % ▲

Panama

US698299BF03 ( en USD )

3.875% par an ( paiement semestriel )

17/03/2028

Prospectus brochure de l'obligation Panama US698299BF03 en USD 3.875%, échéance 17/03/2028

698299BF0

17/03/2026 ( Dans 3 jours )

L'Obligation émise par Paname ( Panama ) , en USD, avec le code ISIN US698299BF03, paye un coupon de 3.875% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 17/03/2028

PROSPECTUS SUPPLEMENT
To prospectus dated January 10, 2017
U.S.$1,422,280,000
Republic of Panama
U.S.$253,988,000 3.875% Global Bonds due 2028
U.S.$1,168,292,000 4.500% Global Bonds due 2047
The Republic of Panama (the "Republic" or "Panama") will pay interest on the 3.875% Global Bonds due 2028 (the "2028 bonds") on
March 17 and September 17 of each year, commencing on September 17, 2017 and on the 4.500% Global Bonds due 2047 (the "2047 bonds, and
together with the 2028 bonds, the "global bonds") on May 15 and November 15 of each year, commencing on November 15, 2017. Panama will pay
the principal of the 2047 bonds in three equal annual installments on May 15 of each year, commencing on May 15, 2045. The 2028 bonds will
mature on March 17, 2028 and the 2047 bonds will mature on May 15, 2047. The global bonds will be unsubordinated, unsecured (subject to the
provisions in the global bonds providing for securing such obligations in the event certain other obligations of Panama are secured), direct,
unconditional and general obligations of Panama. The global bonds will be designated Equal Ranking Securities and, as such, the global bonds will
rank without any preference among themselves and equally with all other unsecured and unsubordinated public indebtedness of Panama. It is
understood that this provision shall not be construed so as to require Panama to make payments under the global bonds ratably with payments being
made under any other public indebtedness. See "Debt Securities--Status of the Debt Securities" in the accompanying prospectus. Panama has
pledged its full faith and credit for the due and punctual payment of principal and interest on the global bonds and all obligations of Panama in
respect of the global bonds.
The 2028 bonds will be a further issuance of, and will be consolidated to form a single series with, the outstanding $1,000,000,000
aggregate principal amount of Panama's 3.875% Global Bonds due 2028 that were previously issued on March 17, 2016 and will be fully
fungible with the outstanding 2028 bonds. The total aggregate principal amount of the previously issued 2028 bonds and the 2028 bonds now
being issued will be $1,253,988,000.
Panama may, at its option, redeem the global bonds, in whole or in part, before maturity, on not less than 30 nor more than 60 days'
notice on the terms described under "Description of the Global Bonds--Optional Redemption" in this prospectus supplement. The holders of
the global bonds will not be entitled to the benefit of any sinking fund.
The global bonds will be designated Aggregated Collective Action Securities and, as such, will contain provisions regarding future
modifications to the terms of the global bonds that differ from those applicable to Panama's outstanding public external indebtedness issued
prior to March 16, 2015. Under these provisions, which are described under "Description of the Global Bonds--Meetings, Amendments and
Waivers" in this prospectus supplement and "Aggregated Collective Action Securities" in the accompanying prospectus, Panama may amend
the payment provisions of any series of debt securities (including the global bonds) and other reserve matters listed in the fiscal agency
agreement with the consent of the holders of: (1) with respect to a single series of debt securities, more than 75% of the aggregate principal
amount of the outstanding debt securities of such series; (2) with respect to two or more series of debt securities, if certain "uniformly
applicable" requirements are met, more than 75% of the aggregate principal amount of the outstanding debt securities of all series affected by
the proposed modification, taken in the aggregate; or (3) with respect to two or more series of debt securities, whether or not certain
"uniformly applicable" requirements are met, more than 66 2/3% of the aggregate principal amount of the outstanding debt securities of all
series affected by the proposed modification, taken in the aggregate, and more than 50% of the aggregate principal amount of the outstanding
debt securities of each series affected by the proposed modification, taken individually.
Application has been made to list the global bonds on the Official List of the Luxembourg Stock Exchange and to have such global
bonds admitted to trading on the Euro MTF Market.
See "Risk Factors" on page S-9 for a discussion of factors you should consider before investing in the global bonds.
This prospectus supplement together with the prospectus dated January 10, 2017 constitutes a prospectus for the purpose of the
Luxembourg Law on prospectuses for securities dated July 10, 2005, as amended.
Neither the United States Securities and Exchange Commission ("SEC") nor any other regulatory body has approved or
disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying
prospectus. Any representation to the contrary is a criminal offense.
The global bonds will be ready for delivery in book-entry form only through the facilities of The Depository Trust Company, or DTC,
for the accounts of its participants, including Clearstream Banking, société anonyme, and Euroclear Bank S.A./N.V., as operator of the
Euroclear System, against payment in New York, New York, on or about, May 15, 2017.
Price to
Underwriting
Proceeds to the Republic,
Public(1)
Discounts
before expenses
Per 2028 bond
102.332%
0.074%
102.258%
Total for 2028 bonds
$ 259,911,000
$187,951
$ 259,723,049
Per 2047 bond
99.759%
0.074%
99.685%
Total for the 2047 bonds
$1,165,476,416
$864,536
$1,164,611,880
(1) Plus accrued interest (i) with respect to the 2028 bonds, totaling $1,585,661.19, or approximately $6.243 per $1,000 in principal amount
of bonds, from March 17, 2017 to May 15, 2017, the date the Republic expects to deliver the 2028 bonds offered by this prospectus
supplement, and additional interest, if any, from May 15, 2017 and (ii) with respect to the 2047 bonds, if any, from May 15, 2017.
BofA Merrill Lynch
Morgan Stanley
The date of this prospectus supplement is May 4, 2017

Panama has only provided you with the information contained in or incorporated by reference in this
prospectus supplement and the accompanying prospectus. Panama has not authorized anyone to provide
you with different information. Panama is not making an offer of the global bonds in any jurisdiction
where the offer is not permitted. You should not assume that the information provided by this prospectus
supplement or the accompanying prospectus as supplemented by this prospectus supplement is accurate as
of any date other than the date on the front of this prospectus supplement.
TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT
Page
About This Prospectus Supplement
S-iii
Forward-Looking Statements
S-iii
Sovereign Immunity
S-iv
Certain Legal Restrictions
S-iv
Summary
S-1
The Issuer
S-1
Selected Panamanian Economic Indicators
S-3
The Global Bonds
S-4
Risk Factors
S-9
Incorporation by Reference
S-12
Use of Proceeds
S-13
Recent Developments
S-14
Description of the Global Bonds
S-38
General Terms of the Global Bonds
S-38
Optional Redemption
S-40
Payments of Principal and Interest
S-42
Events of Default; Acceleration of Maturity
S-42
Fiscal Agent
S-43
Paying Agents; Transfer Agents; Registrar
S-43
Definitive Bonds
S-43
Notices
S-44
Further Issues of the Global Bonds
S-44
Meetings, Amendments and Waivers
S-44
Certain Amendments Not Requiring Holder Consent
S-47
Purchase of Global Bonds by Panama
S-47
Governing Law
S-47
Listing
S-47
Global Clearance and Settlement
S-48
Taxation
S-51
Underwriting (Conflicts of Interest)
S-57
Validity of the Global Bonds
S-65
Official Statements and Documents
S-65
General Information
S-66
S-i

PROSPECTUS
Page
Where You Can Find More Information
2
Data Dissemination
3
Use of Proceeds
3
Debt Securities
3
Collective Action Securities
15
Aggregated Collective Action Securities.
17
Warrants
23
Governing Law
24
Jurisdiction and Enforcement
24
Plan of Distribution
25
Selling Securityholder
27
Validity of the Securities
27
Official Statements
27
Authorized Representative
28
Glossary
28
S-ii

ABOUT THIS PROSPECTUS SUPPLEMENT
The Republic of Panama, having made all reasonable inquiries, confirms that this prospectus supplement
and the accompanying prospectus and the documents incorporated by reference herein and therein together
contain all information with respect to Panama and the global bonds that is material in the context of the offering
of the global bonds, and that such information is true and accurate in all material respects and is not misleading,
that the opinions and intentions expressed herein are honestly held and that, to the best of Panama's knowledge
and belief, there are no other facts the omission of which would make any such information or the expression of
any such opinions and intentions materially misleading. Panama accepts responsibility accordingly.
Panama has only provided or incorporated by reference information in this prospectus supplement and the
accompanying prospectus. Panama has not authorized anyone else to provide you with any other information.
You should not assume that the information in this prospectus supplement or the accompanying prospectus, or
the information Panama has previously filed with the SEC and incorporated by reference in this prospectus
supplement and the accompanying prospectus, is accurate as of any date other than their respective dates.
Panama's economic, fiscal or political circumstances may have changed since such dates. Later information that
Panama files with the SEC updates and supersedes earlier information that is filed.
Panama is not offering to sell or soliciting offers to buy any securities other than the global bonds offered
under this prospectus supplement and the accompanying prospectus, nor is Panama offering to sell or soliciting
offers to buy the global bonds in places where such offers are not permitted by applicable law.
The global bonds described in this prospectus supplement are debt securities of Panama being offered under
Registration Statement No. 333-215316 filed with the SEC under the U.S. Securities Act of 1933, as amended
(the "registration statement"); the accompanying prospectus is part of the registration statement. The
accompanying prospectus provides you with a general description of the securities that Panama may offer, and
this prospectus supplement contains specific information about the terms of this offering and the global bonds.
This prospectus supplement also adds, updates or changes information provided or incorporated by reference in
the accompanying prospectus. Consequently, before you invest, you should read this prospectus supplement
together with the accompanying prospectus as well as the documents incorporated by reference in this prospectus
supplement and the accompanying prospectus. Those documents contain information regarding Panama, the
global bonds and other matters. The registration statement, any post-effective amendments thereto, the various
exhibits thereto and the documents incorporated therein by reference contain additional information about
Panama and the global bonds. All such documents may be inspected at the office of the SEC. Certain terms used
but not defined in this prospectus supplement are defined in the prospectus.
References to "U.S.$" or "$" in this prospectus supplement are to U.S. dollars.
References to the "Republic" or "Panama" are to the Republic of Panama.
The distribution of this prospectus supplement and the accompanying prospectus and the offering of the
global bonds in certain jurisdictions may be restricted by law. Persons who receive copies of this prospectus
supplement and the accompanying prospectus should inform themselves about and observe any such restrictions.
See "Underwriting (Conflicts of Interest)" in this prospectus supplement.
FORWARD-LOOKING STATEMENTS
Panama has made forward-looking statements in this prospectus supplement and the accompanying
prospectus. Statements that are not historical facts are forward-looking statements. These statements are based on
Panama's current plans, estimates, assumptions and projections. Therefore, you should not place undue reliance
on them. Forward-looking statements speak only as of the date they are made, and Panama undertakes no
obligation to update any of them in light of new information or future events.
S-iii

Forward-looking statements involve inherent risks. Panama cautions you that many factors could affect the
future performance of the Panamanian economy. These factors include, but are not limited to:
·
interest rates in the United States and financial markets outside Panama;
·
political or governmental developments in Panama;
·
unintended consequences resulting from the implementation of economic or tax policies;
·
the imposition of trade barriers;
·
general economic and business conditions in Panama and the global economy;
·
the ability of the Panama Canal to remain a competitive route for inter-oceanic transportation;
·
hostilities or political unrest in other countries that may affect international trade, commodity prices
and the global economy; and
·
the occurrence of natural disasters.
SOVEREIGN IMMUNITY
Panama is a foreign sovereign state. Consequently, your ability to sue and enforce judgments against
Panama may be limited. For more information, see "Jurisdiction and Enforcement" in the accompanying
prospectus.
CERTAIN LEGAL RESTRICTIONS
The distribution of materials relating to the offering of the global bonds, and the transactions contemplated
by the offering, may be restricted by law in certain jurisdictions. If materials relating to the offering of the global
bonds come into your possession, you are required by Panama to inform yourself of and to observe all of these
restrictions. The materials relating to the offering of the global bonds do not constitute, and may not be used in
connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a
jurisdiction requires that the offering be made by a licensed broker or dealer and either of the Underwriters, or
any affiliate of either Underwriter, is a licensed broker or dealer in that jurisdiction, the offering of the global
bonds shall be deemed to be made by such Underwriter or such affiliate on behalf of Panama in that jurisdiction.
S-iv

SUMMARY
This summary should be read as an introduction to this prospectus supplement and the accompanying
prospectus. Any decision to invest in the global bonds by an investor should be based on consideration of this
prospectus supplement and the accompanying prospectus as a whole.
The Issuer
Overview
Panama is located on the narrowest point of the Central American isthmus, which connects the continents of
North America and South America. It has a coastline of approximately 1,868 miles on the Caribbean Sea and
Pacific Ocean, and is bordered on the east by Colombia and on the west by Costa Rica. Panama has a national
territory of approximately 29,157 square miles situated within its coastline and 345 miles of land borders, and
includes numerous coastal islands. The Panama Canal, which connects the Atlantic and Pacific Oceans, bisects
the country running northwest to southeast.
As of December 31, 2016, Panama had an estimated population of 4.0 million and a population density of
54.4 people per square kilometer. The Panama Province, the Republic's largest province, is estimated to have
comprised 52.2% of Panama's total population, and the Colón Province, located at the northern terminus of the
Panama Canal, is estimated to have comprised 7.0% of the total population, at that date.
Government
Panama is a republic with a representative form of government. In 1972, the original version of the current
Constitution was adopted (the fourth in Panama's history), setting forth the structure of the Government,
individual and collective rights and duties, and the division of powers among the executive, legislative and
judicial branches.
Executive power is vested in the President and the presidentially appointed Ministers, who constitute the
Cabinet. The President and the Vice President are each elected by direct, universal suffrage for a term of five
years. The President and the Vice President may not be reelected to the same office within ten years after the
expiration of their term. In the event the President is unable to finish a term, the Vice President would succeed to
the presidency.
National legislative power is vested in the National Assembly (the "Assembly"), Panama's unicameral
legislative body. The number of electoral circuits, each comprising an average of approximately 57,000 persons,
determines the number of legislators; the Assembly currently has 71 seats. The full Assembly is elected by
universal suffrage every five years. Members of the Assembly are not subject to limits on the number of terms in
office to which they may be elected. The Assembly has, among other powers, the authority to enact legislation,
ratify treaties, approve the budget and ratify the appointment of the Comptroller General, the Attorney General
and justices of the Supreme Court of Justice, referred to as the Supreme Court.
Judicial power is vested in the Supreme Court and various lower tribunals. The President appoints the nine
justices of the Supreme Court for staggered ten-year terms, subject to ratification by the Assembly. Lower court
judges are appointed by the Supreme Court. The judicial branch prepares its own budget and sends it to the
executive branch for inclusion in the general budget presented to the Assembly for approval. The Supreme Court
is the final court of appeal and has the power to declare null and void laws, regulations or other acts of the
executive or legislative branches that conflict with the Constitution.
S-1

Panama is administratively divided into 10 provinces and three territories. In each province, executive
power is exercised by a governor who is appointed by the President. There are no provincial legislative or
judicial bodies. Provincial governments do not have their own independent budgets. Within each province are
municipalities that are, in turn, divided into precincts. Each municipality has a municipal council and a mayor
who exercises executive power. Mayors and members of municipal councils are elected by direct, universal
suffrage for five-year terms. Municipalities levy and collect municipal taxes and adopt their own budgets for
financing local projects.
On May 4, 2014, Panama held general elections for the posts of President, members of the Assembly and
other regional posts. In several individual decisions, the Electoral Tribunal annulled the election results for
eleven Assembly seats. These seats were contested again in several rounds of special elections starting on
November 16, 2014 and ending on December 21, 2014. The Assembly began its session on January 2, 2015 with
68 of 71 members seated because the results of three of the special elections were being contested before the
Electoral Tribunal. The Electoral Tribunal subsequently dismissed these challenges and issued Decree 1 of
January 30, 2015, declaring all cases concerning the 2014 elections formally closed. Currently, in the Assembly,
26 seats belong to the Partido Revolucionario Democrático ("PRD"), 24 seats belong to Cambio Democrático,
16 seats belong to the governing party, the Partido Panemeñista, three seats belong to the Partido Molirena, one
seat belongs to the Partido Popular and one seat belongs to an independent. The majority coalition is comprised
of the PRD, the Partido Panemeñista and the Partido Popular.
On May 4, 2014, Juan Carlos Varela was elected President of the Republic of Panama for a five-year term
and took office on July 1, 2014. Dulcidio de la Guardia serves as Panama's Minister of Economy and Finance.
S-2

Selected Panamanian Economic Indicators(1)
The following table sets forth Panama's principal economic indicators for the years 2012 through 2016:
2012(R)
2013(R)
2014(R)
2015(P)
2016(P)
Economic Data:
GDP (millions, nominal dollars)
$ 39,955
$ 44,856
$ 49,166
$ 52,132
$ 55,188
GDP (millions, constant dollars)(2)
$ 29,873
$ 31,852
$ 33,780
$ 35,732
$ 37,472
GDP (% change, constant dollars)(2)
9.2%
6.6%
6.1%
5.8%
4.9%
Service Sector (% change, constant dollars)(2)(3)
6.9%
3.5%
4.5%
6.3%
4.6%
Other (% change, constant dollars)(2)(4)
17.6%
17.8%
10.8%
3.2%
5.7%
GDP Per Capita (constant dollars)(2)
$ 7,887
$ 8,272
$ 8,632
$ 8,988
$ 9,282
Population (millions)
3.79
3.85
3.91
3.97
4.04
CPI--Period Average (% change)
5.7%
4.0%
2.6%
0.2%
0.7%
Unemployment
4.1%
4.1%
4.8%
5.1%
5.5%
Public Finance:
Total Consolidated Non-Financial Public Sector Revenues
(millions)
$ 9,013
$ 9,950
$ 10,225
$ 10,701
$ 11,555
Total Consolidated Non-Financial Public Sector
Expenditures (millions)(5)
$ 9,564
$ 10,976
$ 11,788
$ 11,909
$ 12,905
Overall Surplus (Deficit) (millions)
$
(551)
$ (1,026)
$ (1,563)
$ (1,208)
$ (1,350)
As % of Current GDP
(1.4)%
(2.3)%
(3.2)%
(2.3)%
(2.5)%
Central Government Surplus (Deficit) (millions)
$ (1,029)
$ (1,690)
$ (1,945)
$ (2,010)
$ (2,384)
As % of Current GDP
(2.6)%
(3.8)%
(4.0)%
(3.9)%
(4.4)%
Public Debt (at December 31):
Internal Debt (millions)
$ 3,483
$ 3,453
$ 3,879
$ 4,573
$ 4,700
External Debt (millions)
$ 10,782
$ 12,231
$ 14,352
$ 15,648
$ 16,902
Public Debt (as % of Current GDP)
Internal Debt
8.7%
7.7%
7.9%
8.8%
8.5%
External Debt
27.0%
27.3%
29.2%
30.0%
30.6%
Total Public Debt (millions)
$ 14,265
$ 15,684
$ 18,231
$ 20,221
$ 21,602
Trade Data:
Exports (f.o.b.) Goods(6)(7) (millions)
$ 18,271
$ 17,059
$ 14,972
$ 12,784
$ 11,705
Imports (f.o.b.) Goods(6)(7) (millions)
$(28,140)
$(26,505)
$(25,795)
$(22,492)
$(20,490)
Merchandise Trade Balance(7) (millions)
$ (9,869)
$ (9,446)
$(10,823)
$ (9,709)
$ (8,785)
Current Account Surplus(7) (Deficit) (millions)
$ (4,177)
$ (4,151)
$ (6,730)
$ (3,799)
$ (3,098)
Overall Balance of Payments Surplus (Deficit)(7) (millions)
$
(958)
$
(110)
$
397
$
(984)
$ 1,233
Total Official Reserves (at December 31) (millions)
$ 2,137
$ 2,412
$ 3,509
$ 3,045
$ 3,540
(R) Revised figures.
(P) Preliminary figures unless marked otherwise.
(1) All monetary amounts in millions of U.S. dollars at current prices, unless otherwise noted.
(2) Constant GDP figures are based on 2007 constant dollars in chained volume measure.
(3) Including real estate, public administration, commerce, restaurants and hotels, financial services, the Colón Free Trade
Zone (the "CFZ"), the Panama Canal, transportation and communications, public utilities and other services.
(4) Including mining, manufacturing, agriculture and construction.
(5) Including interest payments.
(6) Including the CFZ.
(7) Figures have been calculated pursuant to the fifth edition of the Balance of Payments Manual prepared by the IMF.
Sources: Directorate of Analysis and Economic Policies, Office of the Comptroller General, Banco Nacional de Panamá
("BNP") and Ministry of Economy and Finance.
S-3

The Global Bonds
Issuer
Republic of Panama.
Securities Offered
3.875% Global Bonds due 2028.
4.500% Global Bonds due 2047
Aggregate Principal Amount
For the 2028 bonds: U.S.$253,988,000
For the 2047 bonds: U.S.$1,168,292,000
Maturity Date
For the 2028 bonds: March 17, 2028
For the 2047 bonds: May 15, 2047
Amortization of Principal
Panama will pay the principal of the 2047 bonds in three equal annual
installments on May 15 of each year, commencing on May 15, 2045.
Issue Price
For the 2028 bonds: U.S.$1,023.32 per U.S.$1,000 principal amount
plus accrued interest from March 17, 2017 to May 15, 2017, and
additional interest, if any, from May 15, 2017.
For the 2047 bonds: U.S.$997.59 per U.S.$1,000 principal amount
plus accrued interest, if any, from May 15, 2017.
Interest Rate
For the 2028 bonds: 3.875% per annum, computed on the basis of a
360-day year, consisting of twelve 30-day months.
For the 2047 bonds: 4.500% per annum, computed on the basis of a
360-day year, consisting of twelve 30-day months.
Interest Payment Dates
For the 2028 bonds: Semi-annually in arrears on March 17 and
September 17 of each year. The first interest payment date for the
2028 bonds will be on September 17, 2017, and such payment will
include interest from March 17, 2017
For the 2047 bonds: Semi-annually in arrears on May 15 and
November 15 of each year. The first interest payment for the 2047
bonds will be on November 15, 2017, and such payment will include
interest from May 15, 2017.
Single Series
The 2028 bonds will be a further issuance of, and will be consolidated
to form a single series with, the $1,000,000,000 aggregate principal
amount of Panama's outstanding 3.875% Global Bonds due 2028 that
were previously issued on March 17, 2016, and will be fully fungible
with the previously issued 2028 bonds.
Use of Proceeds
The net proceeds from the sale of the global bonds will be
approximately U.S.$1,423,969,929 after deduction of the
underwriting discount and the net expenses payable by Panama and
not including accrued interest, estimated to be U.S.$365,000. Panama
intends to use the net proceeds of the offering (i) in part, for liability
management transactions, which may include payment of the
purchase price for certain outstanding global bonds of Panama, that
S-4

Panama may purchase pursuant to its offer to purchase for cash on the
terms and subject to the conditions set forth in an Offer to Purchase,
dated May 3, 2017, and (ii) in part, for general budgetary purposes.
Aggregated Collective Action Clauses
The global bonds will be designated Aggregated Collective Action
Securities and, as such, will contain provisions regarding future
modifications to the terms of the global bonds that differ from those
applicable to Panama's outstanding public external indebtedness
issued prior to March 16, 2015. Under these provisions, which are
described under "Description of the Global Bonds--Meetings,
Amendments and Waivers" in this prospectus supplement and
"Aggregated Collective Action Securities" in the accompanying
prospectus, Panama may amend certain key terms of the global
bonds, including the maturity date, interest rate and other payment
terms, without your consent.
Optional Redemption
The global bonds will be subject to redemption at the option of
Panama before maturity. See "Description of the Global Bonds--
Optional Redemption" in this prospectus supplement.
Sinking Fund
The holders of the global bonds will not be entitled to the benefit of
any sinking fund.
Status
The global bonds will be unsubordinated, unsecured (subject to the
provisions in the global bonds providing for securing such obligations
in the event certain other obligations of Panama are secured), direct,
unconditional and general obligations of Panama. The global bonds
will be designated equal ranking securities and, as such, the global
bonds will rank without any preference among themselves and
equally with all other unsecured and unsubordinated public
indebtedness of Panama. It is understood that this provision shall not
be construed so as to require Panama to make payments under the
global bonds ratably with payments being made under any other
public indebtedness. See "Debt Securities--Status of the Debt
Securities" in the accompanying prospectus. Panama has pledged its
full faith and credit for the due and punctual payment of principal and
interest on the global bonds and all obligations of Panama in respect
of the global bonds.
Denominations
The global bonds will be issued in denominations of U.S.$200,000
and integral multiples of U.S.$1,000 in excess thereof.
Risk Factors
Risk factors relating to the global bonds:
· The price at which the global bonds will trade in the secondary
market is uncertain.
· The global bonds will contain provisions that permit Panama to
amend the payment terms without the consent of all holders.
S-5