Obligation Paname 3.298% ( US698299BR41 ) en USD

Paname

100 % ▲

Panama

US698299BR41 ( en USD )

3.298% par an ( paiement semestriel )

18/01/2033

Prospectus brochure de l'obligation Panama US698299BR41 en USD 3.298%, échéance 18/01/2033

200 000 USD

1 000 000 000 USD

698299BR4

19/07/2026 ( Dans 127 jours )

L'Obligation émise par Paname ( Panama ) , en USD, avec le code ISIN US698299BR41, paye un coupon de 3.298% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 18/01/2033

PROSPECTUS SUPPLEMENT
To prospectus dated December 1, 2020

U.S.$2,500,000,000
Republic of Panama
U.S.$1,000,000,000 3.298% Global Bonds due 2033
U.S.$1,500,000,000 4.500% Global Bonds due 2063

The Republic of Panama (the "Republic" or "Panama") will pay interest on the 3.298% Global Bonds due 2033 (the "2033 bonds") on January 19 and July 19 of each year,
commencing on July 19, 2022, and on the 4.500% Global Bonds due 2063 (the "2063 bonds" and, together with the 2033 bonds, the "global bonds") on January 19 and July 19 of each year,
commencing on July 19, 2022. Panama will repay the principal of the 2033 bonds at maturity and of the 2063 bonds in three equal annual installments on January 19 of each year, commencing
on January 19, 2061. The 2033 bonds will mature on January 19, 2033, and the 2063 bonds will mature on January 19, 2063. 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. Panama may, at its option, redeem the global bonds,
in whole or in part, before maturity, on not less than 10 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.
Section 309B(1)(c) of the Securities and Futures Act (Chapter 289 of Singapore) Notification
The global bonds are prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) regulations 2018).

See "Risk Factors" beginning on page S-11 for a discussion of factors you should consider before investing in the global bonds.
This prospectus supplement, together with the prospectus dated December 1, 2020, constitutes a prospectus for the purpose of Part IV of the Luxembourg Law on prospectuses for
securities dated July 16, 2019.
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, January 19, 2022.

Proceeds to the
Underwriting
Republic before
Price to Public(1)
Discount
expenses

Per 2033 bond ................................................................................................................................

100.000%

0.060%

99.940%
Total for 2033 bonds ................................................................................................
$ 1,000,000,000
$ 600,000
$ 999,400,000
Per 2063 bond ................................................................................................................................

99.375%

0.060%

99.315%
Total for 2063 bonds ................................................................................................
$ 1,490,625,000
$ 900,000
$1,489,725,000

(1)
Plus accrued interest, if any, from January 19, 2022.

Joint Book-Running Managers

Citigroup

J.P. Morgan
The date of this prospectus supplement is January 11, 2022.

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, and the underwriters have not, authorized anyone to provide you with
different information. Panama and the underwriters are 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
Jurisdiction and Enforcement....................................................................................................................................................... S-iv
Certain Legal Restrictions ............................................................................................................................................................
S-v
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-28
General Terms of the Global Bonds ................................................................................................................................... S-28
Optional Redemption ......................................................................................................................................................... S-30
Payments of Principal and Interest ..................................................................................................................................... S-32
Events of Default; Acceleration of Maturity ..................................................................................................................... S-32
Fiscal Agent........................................................................................................................................................................ S-33
Paying Agents; Transfer Agents; Registrar ....................................................................................................................... S-33
Definitive Bonds ................................................................................................................................................................ S-33
Notices ................................................................................................................................................................................ S-34
Further Issues of the Global Bonds .................................................................................................................................... S-34
Meetings, Amendments and Waivers ................................................................................................................................. S-34
Certain Amendments Not Requiring Holder Consent ....................................................................................................... S-36
Purchase of Global Bonds by Panama ................................................................................................................................ S-36
Governing Law ................................................................................................................................................................... S-36
Listing ................................................................................................................................................................................ S-36
Global Clearance and Settlement ................................................................................................................................................. S-37
Taxation ....................................................................................................................................................................................... S-40
Underwriting ................................................................................................................................................................................ S-44
Validity of the Global Bonds ....................................................................................................................................................... S-53
Official Statements and Documents ............................................................................................................................................. S-53
General Information ..................................................................................................................................................................... S-54

PROSPECTUS

Page

Where You Can Find More Information .....................................................................................................................................
1
Data Dissemination ......................................................................................................................................................................
2
Use of Proceeds ...........................................................................................................................................................................
2
Debt Securities .............................................................................................................................................................................
2
Collective Action Securities ........................................................................................................................................................
11
Aggregated Collective Action Securities .....................................................................................................................................
13
Warrants .......................................................................................................................................................................................
17
Governing Law ............................................................................................................................................................................
17
Jurisdiction and Enforcement.......................................................................................................................................................
17
Plan of Distribution ......................................................................................................................................................................
18
Selling Securityholders ................................................................................................................................................................
19
Validity of the Securities .............................................................................................................................................................
20
Official Statements ......................................................................................................................................................................
20
Authorized Representative ...........................................................................................................................................................
20
Glossary .......................................................................................................................................................................................
20

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 you with the information contained in or incorporated by reference 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. 333-250981 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" 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.

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;
S-iii

· 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, regional or global pandemics, or similar events.
JURISDICTION AND ENFORCEMENT
Panama is a foreign sovereign state. Consequently, your ability to sue Panama may be limited. Panama will irrevocably submit
to the non-exclusive jurisdiction of any New York State or federal court in New York City in any related proceeding and Panama will
irrevocably agree that all claims in respect of any related proceeding may be heard and determined in such New York State or federal
court.
Panama will appoint and will agree to maintain the person acting as or discharging the function of Consul General of the
Republic of Panama in New York City as its process agent to receive, on behalf of Panama and its property, service of copies of the
summons and complaint and any other process which may be served in any related proceedings. The address of the office of the
process agent is:
244 W 54th Street,
7th Floor, Suite 701,
New York, New York 10019
Panama will irrevocably waive, to the fullest extent it may effectively do so, the defense of an inconvenient forum to the
maintenance of any related proceeding and any objection to any related proceeding on the grounds of venue, residence or domicile.
To the extent that Panama has or may acquire any immunity from jurisdiction of the courts or from any legal process in the
courts, Panama will irrevocably agree not to claim and will irrevocably waive any immunity in respect of any related proceeding.
Panama will agree that these waivers shall have the fullest scope permitted under the Foreign Sovereign Immunities Act of 1976 of the
United States.
Notwithstanding the foregoing, the execution on or attachment of revenues, assets and property of Panama located in Panama
through the Panamanian courts, both prior to and post-judgment, shall be subject to the provisions of Articles 1047, 1048, 1650 (#14)
and 1939 of the Judicial Code of the Republic of Panama. Under articles 1047 and 1048, the State will be notified through the
Ministry of Economy and Finance of a money judgment against it, for its payment. If within a year the judgment has not been
satisfied, the court will request, through the President of the Supreme Court, that the President of the Republic make the necessary
arrangements to comply with the judgment. If three years have elapsed since the date of the judgment without payment, at the request
of the judgment creditor and during the next month following such request, the court will order BNP to transfer to the court's account
the amount owed to the judgment creditor. Pursuant to Article 1650 the assets of the State cannot be attached. Finally, among the
protections afforded to the State in civil proceedings, the State cannot be required to pay court costs and attorneys' fees and also
cannot be subject to prejudgment measures, except regarding evidentiary matters.
Moreover, Panama has not consented to service or waived sovereign immunity with respect to actions brought against it under
United States federal securities laws or any State securities laws. In the absence of a waiver of immunity by Panama with respect to
these actions, it would not be possible to obtain a judgment in such an action brought against Panama in a court in the United States
unless the court were to determine that Panama is not entitled under the Foreign Sovereign Immunities Act to sovereign immunity
with respect to such action. Further, even if a United States judgment could be obtained in such an action, it may not be possible to
enforce in Panama a judgment based on such a United States judgment. Execution upon property of Panama located in the United
States to enforce a United States judgment may not be possible except under the limited circumstances specified in the Foreign
Sovereign Immunities Act.
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,
S-iv

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.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS--The global bonds are not intended to be offered, sold or
otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European
Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive
2016/97/(EU) (as amended, the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as
defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No
1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the global bonds or otherwise making them available to retail
investors in the EEA has been prepared and therefore offering or selling the global bonds or otherwise making them available to any
retail investor in the EEA may be unlawful under the PRIIPs Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS--The global bonds are not intended to be offered, sold or
otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom
("UK"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of
Article 2 of Regulation (EU) No. 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018
(the "EUWA"); or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (the "FSMA")
and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a
professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue
of the EUWA. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic
law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the global bonds or otherwise making them available
to retail investors in the UK has been prepared and therefore offering or selling the global bonds or otherwise making them available
to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.
The prospectus supplement is only being distributed to and is only directed at (i) persons who are outside the UK, or
(ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, (as amended, the "Order"), or (iii) high net worth companies, and other persons to whom it may lawfully be communicated,
falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The global bonds
are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such bonds will be engaged in
only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
S-v

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 a republic 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 1, 2021, Panama had an estimated population of 4.3 million and a population density of 58.5 people per square
kilometer. The Panama Province, the Republic's largest province, is estimated to have comprised 53.0% 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.
During the period from 2017 to 2021, the population grew by an average of 1.4% per annum. Approximately 69.0% of
Panama's population lives in cities and towns with more than 1,500 inhabitants, and 6.7% of the population is indigenous, some of
whom are seeking greater autonomy from the Government. Of the Panamanian population, 25.4% is under 15 years of age, 65.7% is
between the ages of 15 and 64, and 8.9% is over the age of 65. Average life expectancy in Panama is 78.7 years. The infant mortality
rate for 2020 was estimated at 13.67 per 1,000 births. Panama's official language is Spanish.
Panama's estimated per capita GDP for 2020, expressed in chained volume measure, was approximately U.S.$8,252.6.
According to the 2010 census, education indicators show that Panama's literacy rate for people over the age of ten years is
approximately 94.5%.
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 60,000 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.
Panama is administratively divided into ten 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
S-1

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 5, 2019, general elections were held in Panama. In the presidential elections, Laurentino Cortizo Cohen of the Partido
Revolucionario Democrático ("PRD") party was elected president of the Republic with approximately 33.35% of the votes. In the
National Assembly elections, the PRD won 35 seats, Cambio Democrático won 18 seats, Partido Panameñista won eight seats,
Movimiento Liberal Republicano Nacionalista ("MOLIRENA") won five seats and five independent candidates won seats. The new
government took office on July 1, 2019, for a five year term.
The Government has deployed various economic and public health measures to address the COVID-19 pandemic, which are
described in the Republic's Form 18-K filed with the SEC, as amended, and incorporated herein by reference, and in "Recent
Developments".

S-2

Selected Panamanian Economic Indicators(1)
The following table sets forth Panama's principal economic indicators for the years 2016 through 2020:

2016

2017

2018

2019(P)

2020(E)

Economic Data:

GDP (millions, nominal dollars) ...................... $ 57,908
$
62,203
$
64,929
$
66,984
$
53,977
GDP (millions, constant dollars)(2) ................... $ 38,178
$
40,313
$
41,799
$
43,044
$
35,320
GDP (% change, constant dollars)(2) .................
5.0%
5.6%
3.7%
3.0%
(17.9)%
Service Sector (% change, constant
dollars)(2)(3) ..........................................
4.7%
5.5%
4.3%
3.6%
(11.3)%
Other (% change, constant dollars)(2)(4) ...
5.2%
3.7%
8.1%
4.1%
(7.6)%
GDP Per Capita (constant dollars)(2) ................ $
9,457
$
9,837
$
10,048
$
10,200
$
8,252
Population (millions) .......................................
4.04

4.10

4.16

4.22

4.28
CPI--Period Average (% change) ...................
0.7%
0.9%
0.8%
(0.4)%
(1.6)%
Unemployment .................................................
5.5%
6.1%
6.0%
7.1%
18.5%
Public Finance:

Total Consolidated Non-Financial Public
Sector Revenues (millions) ......................... $ 11,647
$
12,442
$
12,756
$
12,383
$
9,761
Total Consolidated Non-Financial Public
Sector Expenditures (millions)(5) ................. $ 12,700
$
13,602
$
14,614
$
14,296
$
15,111
Overall Surplus (Deficit) (millions) ................. $
(1,053)
$
(1,004)
$
(1,859)
$
(1,913)
$
(5,350)
As % of Current GDP ......................................
(1.8)%
(1.9)%
(2.9)%
(2.9)%
(9.9)%
Central Government Surplus (Deficit)
(millions) ..................................................... $
(2,203)
$
(1,942)
$
(2,071)
$
(2,762)
$
(4,886)
As % of Current GDP ......................................
(3.8)%
(3.1)%
(3.2)%
(4.1)%
(9.1)%
Public Debt (at December 31):

Internal Debt (millions).................................... $
4,700
$
4,984
$
5,112
$
6,795
$
7,142
External Debt (millions) .................................. $ 16,902
$
18,390
$
20,575
$
24,223
$
29,817
Public Debt (as % of Current GDP)

Internal Debt ...........................................
8.1%
8.0%
7.8%
10.1%
13.2%
External Debt ..........................................
29.2%
29.6%
31.6%
36.2%
55.2%
Total Public Debt (millions) ............................ $ 21,601.6
$ 23,373.6
$ 25,686.9
$ 31,018.5
$ 36,959.9
Trade Data:

Exports (f.o.b.) Goods(6)(7) (millions) ................ $ 11,687
$
12,470
$
13,353
$
13,214
$
10,240
Imports (c.i.f.) Goods(6)(7) (millions) ................. $ (20,699)
$
(22,291)
$
(23,966)
$
(22,261)
$
(14,347)
Goods Trade Balance(7) (millions) .................... $
(9,012)
$
(9,822)
$
(10,614)
$
(9,047)
$
(4,107)
Current Account Surplus(7) (Deficit) (millions) $
(4,634)
$
(3,692)
$
(4,967)
$
(3,333)
$
(1,233)
Overall Balance of Payments Surplus
(Deficit)(7) (millions) .................................... $
1,327
$
(1,293)
$
(455)
$
1,958
$
5,643
Total Official Reserves (at December 31)
(millions) ..................................................... $
3,045
$
3,540
$
1,771
$
3,049
$
8,206
Note: Totals may differ due to rounding.

(R) Revised figures.
(E) Estimated figures.
(P) Preliminary figures.
(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 Zone ("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 sixth edition of the IMF Balance of Payments Manual.
Sources: Directorate of Analysis and Economic Policies, Office of the Comptroller General, Banco Nacional de Panamá ("BNP") and
Ministry of Economy and Finance.

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The Global Bonds

Issuer ................................................................................................
Republic of Panama

Securities Offered ................................................................
3.298% Global Bonds due 2033

4.500% Global Bonds due 2063

Aggregate Principal Amount ................................For the 2033 bonds: U.S.$1,000,000,000

For the 2063 bonds: U.S.$1,500,000,000

Maturity Date ................................................................
For the 2033 bonds: January 19, 2033

For the 2063 bonds: January 19, 2063

Repayment of Principal ................................................................
Panama will repay the principal of the 2033 bonds on January 19, 2033.

Panama will repay the principal of the 2063 bonds in three equal annual

installments on January 19 of each year, commencing on January 19, 2061.

Issue Price ................................................................
For the 2033 bonds: U.S.$1,000 per U.S.$1,000 principal amount plus accrued
interest, if any, from January 19, 2022.

For the 2063 bonds: U.S.$993.75 per U.S.$1,000 principal amount plus accrued

interest, if any, from January 19, 2022.

Interest Rate ................................................................
For the 2033 bonds: 3.298% per annum, computed on the basis of a 360-day year,
consisting of twelve 30-day months.

For the 2063 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 2033 bonds: Semi-annually in arrears on January 19 and July 19 of each
year. The first interest payment for the 2033 bonds will be on July 19, 2022 and
such payment will include interest from January 19, 2022.

For the 2063 bonds: Semi-annually in arrears on January 19 and July 19 of each

year. The first interest payment for the 2063 bonds will be on July 19, 2022 and
such payment will include interest from January 19, 2022.

Use of Proceeds ................................................................
The net proceeds from the sale of the global bonds will be approximately
U.S.$2,488,615,000 after deduction of the underwriting discounts and the net
expenses payable by Panama estimated to be U.S.$510,000. Panama intends to use
the net proceeds of the offering 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.
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