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GEORGIA (Acting Through the Ministry of Finance of Georgia) U.S.$500,000,000 2.750% Notes Due 2026 ISSUE PRICE: 99.422%

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GEORGIA (Acting Through the Ministry of Finance of Georgia) U.S.$500,000,000 2.750% Notes Due 2026 ISSUE PRICE: 99.422% GEORGIA (acting through the Ministry of Finance of Georgia) U.S.$500,000,000 2.750% Notes due 2026 ISSUE PRICE: 99.422% The U.S.$500,000,000 2.750% Notes due 2026 (the "Notes") to be issued by Georgia, acting through the Ministry of Finance of Georgia (the "Issuer" or "Georgia"), will mature on 22 April 2026 (the "Maturity Date") and, unless previously purchased and cancelled, will be redeemed at their principal amount on that date. The Notes will bear interest from, and including, 22 April 2021 at the rate of 2.750% per annum payable semi-annually in arear on 22 April and 22 October in each year, commencing on 22 October 2021. This Offering Circular comprises neither a prospectus for the purposes of Part VI of the Financial Services and Markets Act 2000 (as amended) (the "FSMA"), a prospectus for the purposes of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation"), nor listing particulars given in compliance with the listing rules made under Part VI of the FSMA by the UK Financial Conduct Authority (the "FCA") pursuant to the FSMA. Application has been made for the Notes to be admitted to the official list of the FCA (the "Official List") and to trading on the main market (the "Market") of the London Stock Exchange plc (the "London Stock Exchange"). The Notes are being offered (i) in offshore transactions in reliance on, and as defined in, Regulation S (the "Regulation S Notes") under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and (ii) in the United States only to qualified institutional buyers ("QIBs") as defined in Rule 144A of the Securities Act ("Rule 144A") in reliance on, and in compliance with, Rule 144A (the "Rule 144A Notes"). The Notes have not been, and will not be, registered under the Securities Act or with any securities regulatory authority of any state or other jurisdiction and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Prospective purchasers that are QIBs are hereby notified that the seller of the Notes may be relying on the exemption from the registration requirements of Section 5 of the Securities Act provided by Rule 144A. Singapore Securities and Futures Act Product Classification – Solely for the purposes of its obligations pursuant to sections 309B(1)(a) and 309B(1)(c) of the Securities and Futures Act (Chapter 289 of Singapore) (the "SFA"), the Issuer has determined, and hereby notifies all relevant persons (as defined in Section 309A of the SFA) that the Notes are "prescribed capital markets products" (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018). Georgia's long-term foreign currency debt has been assigned a rating of BB by Standard & Poor's Credit Market Services Europe Limited ("S&P"), a rating of BB by Fitch Ratings Limited ("Fitch") and a rating of Ba2 by Moody's Investors Service, Ltd. ("Moody's"). The Notes are expected to be assigned the same ratings. Any change in the rating of the Notes may adversely affect the price that a purchaser may be willing to pay for the Notes. A rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension, reduction or withdrawal at any time by the assigning rating agency. An investment in the Notes involves certain risks. See the section headed "Risk Factors" in this Offering Circular. The Regulation S Notes will be represented by beneficial interests in a global unrestricted note certificate (the "Regulation S Global Note") in registered form without interest coupons attached, which will be registered in the name of a nominee for, and shall be deposited on or about 22 April 2021 (the "Issue Date") with a common depositary for, and in respect of interests held through, Euroclear Bank SA/NV ("Euroclear") and Clearstream Banking S.A. ("Clearstream, Luxembourg"). Beneficial interests in the Regulation S Global Note will be shown on, and transfers thereof will be effected only through, records maintained by Euroclear and Clearstream, Luxembourg and their participants. The Rule 144А Notes will initially be represented by a global restricted note certificate (the "Rule 144А Global Note" and, together with the Regulation S Global Note, the "Global Notes") in registered form, without interest coupons attached, which will be deposited with a custodian (the "Custodian") for, and registered in the name of Cede & Co. as nominee of, The Depository Trust Company ("DTC") on or about the Issue Date. Beneficial interests in the Rule 144А Global Note will be shown on, and transfers thereof will be effected only through, records maintained by DTC and its participants. See "Clearing and Settlement". Except as described herein, definitive registered certificates evidencing holdings of Notes issued in exchange for beneficial interests in the Global Notes will be available only in certain limited circumstances. See "Provisions Relating to the Notes while in Global Form". Joint Global Coordinators and Joint Bookrunners Goldman Sachs International J.P. Morgan Joint Bookrunner ICBC Co-managers (no underwriting commitment) Galt & Taggart TBC Capital This Offering Circular is dated 20 April 2021 IMPORTANT NOTICES The Issuer accepts responsibility for the information contained in this Offering Circular. To the best knowledge of the Issuer the information contained in this Offering Circular is in accordance with the facts and does not omit anything likely to affect the import of such information. None of the Managers nor any of their respective affiliates have authorised the whole or any part of this Offering Circular and none of them makes any representation or warranty or accepts any responsibility as to the accuracy or completeness of the information contained in this Offering Circular or any responsibility for the acts or omissions of the Issuer or any other person (other than the relevant Manager) in connection with the issue and offering of the Notes. None of the Managers or any of their directors, affiliates, advisers and agents has made any independent verification of the information contained in this Offering Circular in connection with the issue or offering of the Notes (the "Offering") and no representation or warranty, express or implied, is made by any of the Managers or their directors, affiliates, advisers or agents with respect to the accuracy or completeness of such information. Nothing contained in this Offering Circular is, is to be construed as, or shall be relied upon as, a representation or warranty, whether to the past or the future, by any of the Managers or their respective directors, affiliates, advisers or agents in any respect. The Issuer has not authorised the making or provision of any representation or information regarding the Issuer or the Notes other than as contained in this Offering Circular. Any other representation or information should not be relied upon as having been authorised by the Issuer or the Managers. The contents of this Offering Circular are not, are not to be construed as, and should not be relied on as, legal, business or tax advice and each person contemplating making an investment in the Notes must make its own investigation and analysis of the creditworthiness of the Issuer and its own determination of the suitability of any such investment, with particular reference to its own investment objectives and experience, and any other factors which may be relevant to it in connection with such investment. Information included herein that is identified as being derived from information published by the Issuer or one of its agencies or instrumentalities is included herein on the authority of such publication as a public official document of the Issuer. All other information herein with respect to the Issuer is included herein as a public official statement made on the authority of the Ministry of Finance. Neither the delivery of this Offering Circular nor the Offering, sale or delivery of any Note shall in any circumstances create any implication that there has been no adverse change, or event reasonably likely to involve any adverse change, in the condition (financial or otherwise) of the Issuer since the date of this Offering Circular. This Offering Circular does not constitute an offer of, or an invitation to subscribe for or purchase, any Notes. The distribution of this Offering Circular and the Offering, sale and delivery of the Notes in certain jurisdictions may be restricted by law. Persons into whose possession this Offering Circular comes are required by the Issuer and the Managers to inform themselves about and to observe any such restrictions. For a description of certain restrictions on offers, sales and deliveries of the Notes and on the distribution of this Offering Circular and other offering material relating to the Notes, see "Subscription and Sale" and "Transfer Restrictions". This Offering Circular has been prepared by the Issuer for use in connection with the offer and sale of the Notes and the admission of the Notes to the Official List and to trading on the Market. The Issuer and the Managers reserve the right to reject any offer to purchase Notes, in whole or in part, for any reason. This Offering Circular does not constitute an offer to any person in the United States other than any QIB to whom an offer has been made directly by one of the Managers or its U.S. broker-dealer affiliate. Distribution of this Offering Circular to any person within the United States, other than any QIB and those persons, if any, retained to advise such QIB with respect thereto, is i unauthorised and any disclosure without the prior written consent of the Issuer of any of its contents to any person within the United States, other than any QIB and those persons, if any, retained to advise such QIB, is prohibited.
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