Crédit Agricole S.A. Announces Results of its Tender Offer for USD
Perpetual Notes
NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION
WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS FOR INFORMATION
ONLY AND IS NOT AN OFFER TO PURCHASE OR A SOLICITATION OF OFFERS TO
SELL ANY SECURITIES.
Montrouge 9 April 2020
Crédit Agricole S.A. Announces Results of
its Tender Offer for USD Perpetual Notes
____________________
On 2 April 2020, Crédit Agricole S.A. announced
the launch of an offer to purchase for cash any and all of its
outstanding USD 6.637% Undated Deeply Subordinated Notes set forth
in the table below (the “Notes”) (the
“Offer”).
The Offer was made upon the terms and subject to
the conditions set forth in the Offer to Purchase dated 2 April
2020 relating to the Offer (the “Offer to
Purchase”). Capitalized terms used in this announcement
but not defined herein have the meanings given to them in the Offer
to Purchase.
Results of the
Offer
The Offer expired at 5:00 p.m., New York City
time/11:00 p.m., Central European Summer time, on 8 April 2020 (the
“Expiration Date”).
The table below sets forth information with
respect to the aggregate principal amount of Notes that were
validly tendered (including using the guaranteed delivery
procedures set forth in the Offer to Purchase) and not validly
withdrawn at or prior to the Expiration Date.
Title of Notes |
CUSIP / ISIN No. |
Principal Amount Tendered(1) |
Offer Price(2) |
Principal Amount Outstanding after the Offer |
USD
6.637% Undated Deeply Subordinated Notes |
CUSIP: 225313AA3 (Rule 144A) / F22797FJ2 (Reg S)ISIN: US225313AA37
(Rule 144A) / USF22797FJ25 (Reg S) |
USD25,914,000 |
USD870.00 |
USD79,012,000 |
(1) No Notes were tendered pursuant to the
guaranteed delivery procedures.(2) Per USD1,000 in principal amount
of Notes purchased pursuant to the Offer
Payment of the aggregate consideration for Notes
accepted for purchase is expected to be made on 13 April 2020, on
which date Crédit Agricole S.A. will deposit with DTC, the amount
of cash necessary to pay the Offer Price plus Accrued Interest in
respect of the Notes accepted for purchase in the Offer.
For further details about the terms and
conditions of the Offer, please refer to the Offer to Purchase.
Further Information
Copies of the Offer to Purchase and other
documentation are available at
http://gbsc-usa.com/Credit-Agricole/.
Questions and requests for assistance in connection with the
Offer may be directed to:
The Sole Structuring Bank and Sole Dealer
Manager for the Offer
Crédit Agricole Corporate and Investment
Bank
12, place des Etats-Unis, CS 7005292547 Montrouge
CedexFranceAttn: Liability Management Tel: +44 207 214 5733 Email:
liability.management@ca-cib.com
Credit Agricole Securities (USA) Inc.Attn: Debt
Capital Markets/Liability Management1301 Avenue of the AmericasNew
York, New York 10019Collect: 212-261-7802U.S. Toll Free: (866)
807-6030
Questions and requests for assistance in connection
with the tenders of Notes including requests for a copy of the
Offer to Purchase may be directed to:
The Tender Agent and the Information
Agent for the Offer
Global Bondholder Services Corporation65 Broadway
– Suite 404New York, New York 10006Attn: Corporate Actions Banks
and Brokers call: (212) 430-3774Toll free (866)-794-2200By
facsimile:(For Eligible Institutions only):(212)
430-3775/3779Confirmation:(212) 430-3774 |
Disclaimer
Holders must make their own decision as to
whether to tender any of their Notes pursuant to the Offer, and if
so, the principal amount of Notes to tender. Holders should
consult their own tax, accounting, financial and legal advisors as
they deem appropriate regarding the suitability of the tax,
accounting, financial and legal consequences of participating or
declining to participate in the Offer.
This announcement is not an offer to purchase or
a solicitation of offers to sell any securities.
This announcement is not an invitation to
participate in the Offer. Such an invitation will only be extended
by means of documents (the Offer to Purchase) that will be provided
only to those investors to whom such an invitation may be legally
addressed. The distribution of this announcement in certain
countries may be prohibited by law.
Offer Restrictions
United Kingdom. This
announcement and the Offer to Purchase are only being distributed
to and is only directed at (i) persons who are outside the United
Kingdom or (ii) investment professionals falling within Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (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 Notes are only available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise
acquire such Notes will be engaged in only with, relevant
persons. Any person who is not a relevant person should not
act or rely on this announcement or on the Offer to Purchase or any
of its contents.
European Economic Area and United
Kingdom. In any European Economic Area
(“EEA”) Member State and in the United Kingdom
(each, a “Relevant State”), this announcement and
the Offer to Purchase are only addressed to and are only directed
at qualified investors within the meaning of Regulation (EU)
2017/1129 (the “Prospectus Regulation”), in that
Relevant State. Each person in a Relevant State who receives any
communication in respect of the Offer contemplated in this
announcement and the Offer to Purchase will be deemed to have
represented, warranted and agreed to and with the Dealer Manager
and Crédit Agricole S.A. that it is a qualified investor within the
meaning of Article 2(e) of the Prospectus Regulation.
Italy. None of the Offer,
this announcement, the Offer to Purchase or any other documents or
materials relating to the Offer have been or will be submitted to
the clearance procedure of the Commissione Nazionale per le Società
e la Borsa (“CONSOB”) pursuant to applicable
Italian laws and regulations.
The Offer is being carried out in the Republic
of Italy (“Italy”) as an exempted offer pursuant
to Article 101-bis, paragraph 3-bis of Legislative Decree No. 58 of
February 24, 1998, as amended (the “Consolidated Financial
Act”) and article 35-bis, paragraph 4 of CONSOB Regulation
No. 11971 of May 14, 1999, as amended.
Holders or beneficial owners of the Notes that
are resident and/or located in Italy can tender the Notes for
purchase through authorized persons (such as investment firms,
banks or financial intermediaries permitted to conduct such
activities in Italy in accordance with the Consolidated Financial
Act, CONSOB Regulation No. 20307 of February 15, 2018, as amended,
and Legislative Decree No. 385 of September 1, 1993, as amended)
and in compliance with any other applicable laws and regulations
and with any requirements imposed by CONSOB or any other Italian
authority. Each intermediary must comply with the applicable
laws and regulations concerning information duties vis-à-vis its
clients in connection with the Notes or the Offer.
- Crédit Agricole S.A. Announces Results of its Tender Offer for
USD Perpetual Notes
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