The net proceeds will be used by the Government of Bermuda (“the Government”) to (i) fund the deficit for the current fiscal year, (ii) to repay US$200,000,000 of obligations under the credit facility with Bank of N.T. Butterfield & Son Limited and (iii) to pay the purchase price to holders of 5.603% Notes due 2020 and 4.138% Notes due 2023 that are validly tendered and accepted to be purchased by the Government pursuant to the terms of a partial cash tender offer being conducted by the Government concurrently herewith.

The notes will mature on January 25, 2027, unless earlier redeemed. The Government may redeem the notes, in whole or in part, at any time by paying the greater of the outstanding principal amount of the notes and a “make-whole” amount calculated by the Government. In addition, the Government may redeem the notes, in whole or in part, at any time on or after October 25, 2026 (three months prior to the maturity date of the notes) at a redemption price equal to 100% of the principal amount of notes to be redeemed, plus accrued and unpaid interest.

The notes have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. The notes will be offered only to qualified institutional buyers in the United States under Rule 144A of the Securities Act and to persons outside the United States under Regulation S of the Securities Act.

The Notes will also be listed on the Luxembourg Stock Exchange for trading on the Euro MTF Market.