Coca-Cola European Partners plc (“CCEP”) (NYSE: CCE) announced
today the final results, as of 11:59 p.m., New York City time, on
April 9, 2018 (the “Expiration Date”), of its previously announced
(i) offers to exchange (the “Exchange Offers”) any and all of the
notes listed in the table below (the “Old Notes”), issued by its
subsidiary, Coca-Cola European Partners US, LLC (“CCEP US”) (as
successor by merger to Coca-Cola Enterprises, Inc. (formerly named
International CCE Inc.)), for notes newly issued by CCEP, also
listed in the table below (the “New Notes”), and cash and
(ii) solicitations of consent (the “Consent Solicitations”),
on behalf of CCEP US, to amendments (the “Proposed Amendments”) to
the indenture governing the Old Notes that would eliminate many of
the restrictive covenants applicable to the Old Notes.
The Exchange Offers and Consent Solicitations were made
exclusively pursuant to, and upon the terms and subject to the
conditions set forth in, CCEP’s Offering Memorandum and Consent
Solicitation Statement, dated March 12, 2018 (the
“Offering Memorandum”) and the related Letter of Transmittal and
Consent, dated March 12, 2018 (the “Letter of
Transmittal”), as amended.
The following table sets forth the aggregate principal amount of
each series of Old Notes that has been validly tendered and not
validly withdrawn at or prior to the Expiration Date and the
aggregate principal amount of each series of New Notes expected to
be issued in connection with the Exchange Offers:
Title of Series of Old
Notes CUSIP Number of Old Notes
Aggregate Principal Amount Outstanding Aggregate
Principal Amount Tendered at or prior to the Early Participation
Date Title of Series of New Notes
Aggregate Principal Amount of New Notes to be Issued 3.500%
Notes due 2020 459284 AB1 $525,000,000 $378,922,000 3.500% Notes
due 2020 $378,922,000 3.250% Notes due 2021 19122T AE9 $250,000,000
$192,461,000 3.250% Notes due 2021 $192,461,000 4.500% Notes due
2021 19122T AB5 $300,000,000 $248,472,000 4.500% Notes due 2021
$248,472,000
The settlement date for the Old Notes validly tendered in the
Exchange Offers at or before the Expiration Date and not validly
withdrawn is expected to be April 12, 2018 (the
“Settlement Date”).
CCEP or one of its affiliates will also pay accrued and unpaid
interest in cash on the Old Notes accepted in the Exchange Offers
and Consent Solicitations to, but not including, the Settlement
Date.
As of the Expiration Date, CCEP, on behalf of CCEP US, received
consents in excess of the Requisite Consents (as defined in the
Offering Memorandum) pursuant to the Consent Solicitations. As a
result, CCEP and CCEP US expect to execute a supplemental indenture
to implement the Proposed Amendments before the Settlement
Date.
All conditions to consummate the Exchange Offers and Consent
Solicitations as described in the Offering Memorandum are expected
to be satisfied or waived, as applicable, on the Settlement
Date.
The Exchange Offers and Consent Solicitations were made pursuant
to an exemption from the registration requirements of the U.S.
Securities Act of 1933, as amended (the “Securities Act”),
contained in Section 3(a)(9) of the Securities Act. CCEP has not
filed and will not file a registration statement under the
Securities Act with respect to the offer of New Notes pursuant to
the Exchange Offers and Consent Solicitations. This press release
is not an offer to exchange any Old Notes for New Notes, a
solicitation of an offer to exchange any Old Notes for New Notes, a
solicitation of consents with respect to the Old Notes, an offer to
sell any New Notes or the solicitation of an offer to buy any New
Notes. Tenders of Old Notes and delivery of related consents may
only be made pursuant to the Offering Memorandum and related Letter
of Transmittal.
This press release does not constitute an offer to purchase,
sell or exchange, or a solicitation of an offer to purchase, sell
or exchange, a solicitation of consents with respect to, an offer
to sell or the solicitation of an offer to buy any security. No
offer, solicitation, purchase, sale or exchange will be made in any
jurisdiction in which such an offer, solicitation, purchase, sale
or exchange would be unlawful. The exchange offers and consent
solicitations were made solely pursuant to the Offering Memorandum
and related Letter of Transmittal and only to such persons and in
such jurisdictions as are permitted under applicable law.
ABOUT CCEP
Coca-Cola European Partners plc (CCEP) is a leading consumer
packaged goods company in Europe, producing, distributing and
marketing an extensive range of non alcoholic ready-to-drink
beverages and is the world’s largest independent Coca-Cola bottler
based on revenue. Coca-Cola European Partners serves a consumer
population of over 300 million across Western Europe, including
Andorra, Belgium, continental France, Germany, Great Britain,
Iceland, Luxembourg, Monaco, the Netherlands, Norway, Portugal,
Spain, and Sweden. The company is listed on Euronext Amsterdam, the
New York Stock Exchange, Euronext London, and on the Spanish stock
exchanges, and trades under the symbol CCE.
FORWARD-LOOKING STATEMENTS
This press release may contain statements, estimates or
projections that constitute “forward-looking statements” concerning
the financial condition, performance, results, strategy, and
objectives of CCEP and the CCEP group of companies (the “Group”).
Generally, the words “believe,” “expect,” “intend,” “estimate,”
“anticipate,” “project,” “plan,” “seek,” “may,” “could,” “would,”
“should,” “might,” “will,” “forecast,” “outlook,” “guidance,”
“possible,” “potential,” “predict,” and similar expressions
identify forward-looking statements, which generally are not
historical in nature.
Forward-looking statements are subject to certain risks that
could cause actual results to differ materially from CCEP’s and the
Group’s historical experience and present expectations or
projections. As a result, undue reliance should not be placed on
forward-looking statements, which speak only as of the date on
which they are made. These risks and uncertainties include but are
not limited to those set forth in the “Risk Factors” section of
CCEP’s annual report on Form 20-F filed with the U.S. Securities
and Exchange Commission (the “SEC”) on March 15, 2018,
including the statements under the following headings: Risks
Relating to Changing Consumer Preferences and the Health Impact of
Soft Drinks; Risks Relating to Legal and Regulatory Intervention;
Risks Relating to Business Integration and Synergy Savings; Risks
Relating to Cyber and Social Engineering Attacks; Risks Relating to
the Market; Risks Relating to Economic and Political Conditions;
Risks Relating to the Relationship with TCCC and Other Franchisors;
Risks Relating to Product Quality and Other Risks. These risks and
uncertainties also include the risks identified in the “Risk
Factors” section of the Offering Memorandum.
Due to these risks and uncertainties, CCEP’s or the Group’s
actual future results, dividend payments, and capital and leverage
ratios and the results of the Exchange Offers and Consent
Solicitations may differ materially from the plans, goals,
expectations, and guidance set out in CCEP’s or the Group’s
forward-looking statements. Additional risks and uncertainties that
may impact CCEP’s or the Group’s future financial condition and
performance are identified in filings with the SEC which are
available on the SEC’s website at www.sec.gov. CCEP does not
undertake any obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events, or otherwise, except as required under applicable
rules, laws, and regulations. CCEP assumes no responsibility for
the accuracy and completeness of any forward-looking statements.
Any or all of the forward-looking statements contained in this
filing and in any other of CCEP’s respective public statements may
prove to be incorrect.
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version on businesswire.com: https://www.businesswire.com/news/home/20180410005768/en/
Coca-Cola European Partners plcInvestor Relations:Thor
Erickson, +1-678-260-3110orMedia Relations:Shanna
Wendt, +44-7976-595-168
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