TIDM17EW TIDMTSCO
RNS Number : 5538F
Tesco Corporate Treasury Services
29 October 2018
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.
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS
(INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN
SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF
THE UNITED STATES OR THE DISTRICT OF COLUMBIA (the United States)
OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.
Tesco Corporate Treasury Services PLC announces indicative
results of its Tender Offer for its EUR1,250,000,000 1.375 per
cent. Notes due 2019 and guaranteed by Tesco PLC
and
Tesco PLC announces indicative results of its Tender Offers for
its GBP350,000,000 5.50 per cent. Notes due 2019, GBP900,000,000
6.125 per cent. Notes due 2022, GBP200,000,000 6 per cent. Notes
due 2029, GBP200,000,000 5.50 per cent. Notes due 2033,
GBP300,000,000 4.875 per cent. Notes due 2042 and GBP500,000,000
5.20 per cent. Notes due 2057
29 October 2018.
On 15 October 2018, Tesco Corporate Treasury Services PLC (TCTS)
announced an invitation to holders of its outstanding
EUR1,250,000,000 1.375 per cent. Notes due 2019 and guaranteed by
Tesco (as defined below) (ISIN: XS1082970853) (the July 2019 Notes)
and Tesco PLC (Tesco and, together with TCTS, the Offerors)
announced separate invitations to holders of its outstanding (a)
GBP350,000,000 5.50 per cent. Notes due 2019 (ISIN: XS0159013068)
(the December 2019 Notes), (b) GBP900,000,000 6.125 per cent. Notes
due 2022 (ISIN: XS0414345974) (the 2022 Notes), (c) GBP200,000,000
6 per cent. Notes due 2029 (ISIN: XS0105244585) (the 2029 Notes),
(d) GBP200,000,000 5.50 per cent. Notes due 2033 (ISIN:
XS0159013142) (the 2033 Notes), (e) GBP300,000,000 4.875 per cent.
Notes due 2042 (ISIN: XS0248395245) (the 2042 Notes) and (f)
GBP500,000,000 5.20 per cent. Notes due 2057 (ISIN: XS0289810318)
(the 2057 Notes and, together with the July 2019 Notes, the
December 2019 Notes, the 2022 Notes, the 2029 Notes, the 2033 Notes
and the 2042 Notes, the Notes and each a Series) to tender their
Notes for purchase by TCTS or Tesco, as applicable, for cash (each
such invitation an Offer and, together, the Offers).
The Offers expired at 4.00 p.m. (London time) on 26 October 2018
(the Expiration Deadline) and TCTS and Tesco now announce the
indicative results of the Offers.
The Offers were made on the terms and subject to the conditions
contained in the tender offer memorandum dated 15 October 2018 (the
Tender Offer Memorandum) prepared by the Offerors. Capitalised
terms used in this announcement but not defined have the meanings
given to them in the Tender Offer Memorandum.
Satisfaction of New Financing Condition
TCTS and Tesco announce that, following the successful
completion of the issue by TCTS of its EUR750,000,000 1.375 per
cent. Notes due 2023 guaranteed by Tesco (the New Notes) on 24
October 2018, the New Financing Condition has been satisfied.
Applicable Sterling/Euro Exchange Rate and Applicable USD/Euro
Exchange Rate
As at the Expiration Deadline, the Applicable Sterling/Euro
Exchange Rate was GBP1 = EUR1.1271 and the Applicable USD/Euro
Exchange Rate was US$1 = EUR0.8793.
Indicative Series Acceptance Amounts and Scaling Factors
TCTS (in the case of the July 2019 Notes) and Tesco (in the case
of each Series other than the July 2019 Notes) announce that, in
the event that TCTS and/or Tesco decides to accept valid tenders of
July 2019 Notes, December 2019 Notes, 2022 Notes, 2029 Notes, 2033
Notes, 2042 Notes and/or 2057 Notes pursuant to the relevant
Offer(s), they expect that each Series Acceptance Amount, and any
Scaling Factor that will apply as a consequence, will be set as
follows:
Indicative Series Acceptance Indicative Scaling
Series Amount Factor
----------------- ----------------------------- -------------------
July 2019 Notes EUR205,479,000 39.859%
December 2019 GBP83,863,000 Not Applicable
Notes
2022 Notes GBP0 0%
2029 Notes GBP0 0%
2033 Notes GBP0 0%
2042 Notes GBP31,789,000 80.000%
2057 Notes GBP55,950,000 80.000%
Noteholders should note that this is a non-binding indication of
the levels at which TCTS and/or Tesco, as applicable, expect to set
each Series Acceptance Amount and any Scaling Factor that would be
applied as a consequence.
Pricing and Settlement
Pricing for the Offers will take place at or around 2.00 p.m.
(London time) today (the Pricing Time). As soon as reasonably
practicable after the Pricing Time, TCTS and Tesco will announce
whether either or both of the Offerors will accept valid tenders of
Notes pursuant to all or any of the applicable Offers and, if so
accepted, each Series Acceptance Amount, each Purchase Yield, each
Benchmark Security Rate, each Purchase Price and any Scaling
Factors that will be applied to Notes of any Series.
The Settlement Date in respect of any Notes accepted for
purchase pursuant to the Offers is expected to be 5 November
2018.
BNP Paribas (Telephone: +44 20 7595 8668; Attention: Liability
Management Group; Email: liability.management@bnpparibas.com),
Citigroup Global Markets Limited (Telephone: +44 20 7986 8969;
Attention: Liability Management Group; Email:
liabilitymanagement.europe@citi.com), Goldman Sachs International
(Telephone: +44 20 7774 9862; Attention: Liability Management
Group; Email: liabilitymanagement.eu@gs.com) and MUFG Securities
EMEA plc (Tel: +44 207 577 4048/+44 207 577 4218; Attention:
Liability Management Group; Email: DCM-LM@int.sc.mufg.jp) are
acting as Dealer Managers for the Offers.
Lucid Issuer Services Limited (Telephone: + 44 20 7704 0880;
Attention: Arlind Bytyqi; Email: tesco@lucid-is.com) is acting as
Information and Tender Agent for the Offers.
This announcement is released by Tesco PLC and Tesco Corporate
Treasury Services PLC 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 (MAR),
encompassing information relating to the Offers described above.
For the purposes of MAR and Article 2 of Commission Implementing
Regulation (EU) 2016/1055, this announcement is made by Robert
Welch, Group Company Secretary at Tesco PLC.
LEI Number: 21380018AJDKNF3A6712
DISCLAIMER This announcement must be read in conjunction with
the Tender Offer Memorandum. No offer or invitation to acquire any
securities is being made pursuant to this announcement. 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 come(s) are required by each of the Offerors, the Dealer
Managers and the Information and Tender Agent to inform themselves
about, and to observe, any such restrictions.
Neither this announcement nor the Tender Offer Memorandum is an
offer of securities for sale in the United States or to U.S.
persons (as defined in Regulation S of the United States Securities
Act of 1933, as amended (the Securities Act)). Securities may not
be offered or sold in the United States absent registration under,
or an exemption from the registration requirements of, the
Securities Act. The New Notes have not been, and will not be,
registered under the Securities Act or the securities laws of any
state or other jurisdiction of the United States, and may not be
offered, sold or delivered, directly or indirectly, in the United
States or to, or for the account or benefit of, U.S. persons.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
TENFKCDPDBDDAKB
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