TIDM72NS
RNS Number : 7174P
British Telecommunications PLC
13 February 2023
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT
QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE
MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU)
596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO
ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS
TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF
AMERICA OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES") OR IN OR
INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION
WHERE OR TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE
THIS ANNOUNCEMENT.
13 February 2023
BRITISH TELECOMMUNICATIONS PUBLIC LIMITED COMPANY ANNOUNCES
INDICATIVE RESULTS OF OFFERS
British Telecommunications public limited company (the
"Offeror") announces today the indicative results of its
invitations made to the holders of its outstanding EUR500,000,000
0.875 per cent. Notes due 26 September 2023 (ISIN: XS1886402814)
(the "2023 Notes"), EUR575,000,000 1.000 per cent. Notes due 23
June 2024 (ISIN: XS1637334803) (the "June 2024 Notes") and
EUR1,100,000,000 1.000 per cent. Notes due 21 November 2024 (ISIN:
XS1720922175) (the "November 2024 Notes" and together with the 2023
Notes and the June 2024 Notes, the "Notes" and each a "Series") as
described in the tender offer memorandum dated 6 February 2023 (the
"Tender Offer Memorandum") (each such invitation an "Offer" and
together the "Offers").
Capitalised terms used but not otherwise defined in this
announcement shall have the meaning given to them in the Tender
Offer Memorandum.
The Expiration Time for the Offers was 4.00 p.m. (London time)
on 10 February 2023. Settlement is expected to take place on 15
February 2023.
The Offeror hereby announces, on a non-binding and indicative
basis only, that it will accept for purchase in accordance with the
terms and subject to the conditions (including the New Financing
Condition) set out in the Tender Offer Memorandum, all Notes
validly Offered for Sale pursuant to the Offers, without
pro-ration, in an aggregate nominal amount of EUR574,235,000. The
Offeror further announces, on a non-binding and indicative basis
only, the aggregate nominal amount of each Series validly accepted
for purchase (each a "Series Acceptance Amount") are expected to be
as set out in the table below.
Description ISIN Outstanding Nominal Amount Indicative Series Acceptance
Amount
EUR500,000,000 0.875 per cent.
Notes due 26 September 2023 XS1886402814 EUR500,000,000 EUR193,639,000
-------------- --------------------------- -----------------------------------
EUR575,000,000 1.000 per cent.
Notes due 23 June 2024 XS1637334803 EUR575,000,000 EUR106,024,000
-------------- --------------------------- -----------------------------------
EUR1,100,000,000 1.000 per cent.
Notes due 21 November 2024 XS1720922175 EUR1,100,000,000 EUR274,572,000
-------------- --------------------------- -----------------------------------
Determination of the June 2024 Notes Interpolated Mid-Swap Rate,
the June 2024 Notes Repurchase Yield, the June 2024 Notes Purchase
Price, the November 2024 Notes Interpolated Mid-Swap Rate, the
November 2024 Notes Repurchase Yield and the November 2024 Notes
Purchase Price will take place at or around 12.00 p.m. (London
time) today (the "Pricing Time").
The Offeror will announce the final results of the Offers as
soon as reasonably practicable after the Pricing Time. The Offeror
currently expects to make such announcement today. Such
announcement will specify (i) whether the Offeror will accept
(subject to satisfaction or waiver of the New Financing Condition)
any Notes pursuant to the Offers and, if so accepted, of the
aggregate nominal amount of Notes of each Series so accepted for
purchase, (ii) for any Series accepted for purchase, the pricing
details, being, as applicable, the 2023 Notes Purchase Price, the
June 2024 Notes Interpolated Mid-Swap Rate, the June 2024 Notes
Repurchase Yield, the June 2024 Notes Purchase Price, the November
2024 Interpolated Mid-Swap Rate, the November 2024 Notes Repurchase
Yield and the November 2024 Notes Purchase Price and (iii) the
final Series Acceptance Amounts in respect of each Series.
Any requests for information in relation to the Offers should be
directed to the Dealer Managers or the Tender Agent whose contact
details are listed below.
DEALER MANAGERS
Banco Santander, S.A. BNP Paribas
2 Triton Square 16, boulevard des Italiens
Regent's Place 75009 Paris
London NW1 3AN France
United Kingdom
Attn: Liability Management Telephone: +33 1 55 77 78 94
Email: liabilitymanagement@santandercib.co.uk Attn: Liability Management Group
Email: liability.management@bnpparibas.com
THE TENDER AGENT
Kroll Issuer Services Limited
The Shard
32 London Bridge Street
London SE1 9SG
United Kingdom
Tel: +44 20 7704 0880
Attn: David Shilson
Email: bt@is.kroll.com
Website: https://deals.is.kroll.com/bt
This announcement is released by British Telecommunications
public limited company and contains information that qualified or
may have qualified as inside information for the purposes of
Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms
part of United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018, as amended (" UK MAR "), encompassing
information relating to the Offers, as described above. For the
purposes of UK MAR and the Implementing Technical Standards, this
announcement is made by Andrew Binnie, BT Group Treasury Director
of the Offeror.
DISCLAIMER
This announcement must be read in conjunction with the Tender
Offer Memorandum. This announcement and the Tender Offer Memorandum
contain important information which should be read carefully before
any decision is made with respect to the Offers. If any Qualifying
Holder is in any doubt as to the contents of this announcement, the
Tender Offer Memorandum or the action it should take, it is
recommended to seek its own financial, legal, regulatory and tax
advice, including in respect of any tax consequences, immediately
from its broker, bank manager, solicitor, accountant or other
independent financial, tax or legal adviser.
The distribution of this announcement and the Tender Offer
Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the Tender
Offer Memorandum comes are required by each of the Offeror, the
Dealer Managers and the Tender Agent to inform themselves about,
and to observe, any such restrictions.
This information is provided by RNS, the news service of the
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END
RTEMZGMZLFKGFZG
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