TIDMTSCO
RNS Number : 5791F
Tesco PLC
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 final 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 final 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 final
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 announced earlier today 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.
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 they
have decided to accept valid tenders of July 2019 Notes, December
2019 Notes, 2022 Notes, 2029 Notes, 2033 Notes, 2042 Notes and 2057
Notes pursuant to the relevant Offers on the basis set out in the
table below, and each Series Acceptance Amount, and the applicable
Scaling Factors that will apply as a consequence, will be as set
out in the table below.
Pricing and Settlement
Pricing for the Offers took place at or around 2.00 p.m. (London
time) today.
A summary of the final pricing for, and results of, the Offers
appears below:
Aggregate Scaling Benchmark Purchase Purchase Purchase
Nominal Amount Factor Security Spread Yield Price
Accepted for Rate
Purchase
------------ ---------------- --------------- --------------- --------------- --------------- ---------------
July 2019 EUR205,479,000 39.859 per Not Applicable Not Applicable -0.15 per 100.996 per
Notes cent. cent. cent.
------------ ---------------- --------------- --------------- --------------- --------------- ---------------
December GBP83,863,000 Not Applicable 0.730 per 40 bps 1.133 per 104.762 per
2019 Notes cent. cent. cent.
------------ ---------------- --------------- --------------- --------------- --------------- ---------------
2022 Notes GBP0 0 per cent. Not Applicable Not Applicable Not Applicable Not Applicable
------------ ---------------- --------------- --------------- --------------- --------------- ---------------
2029 Notes GBP0 0 per cent. Not Applicable Not Applicable Not Applicable Not Applicable
------------ ---------------- --------------- --------------- --------------- --------------- ---------------
2033 Notes GBP0 0 per cent. Not Applicable Not Applicable Not Applicable Not Applicable
2042 Notes GBP32,025,000 80.61320 1.841 per 205 bps 3.929 per 114.279 per
per cent. cent. cent. cent.
2057 Notes GBP56,350,000 80.61320 1.824 per 215 bps 3.974 per 124.018 per
per cent. cent. cent. cent.
TCTS or Tesco, as applicable, will also pay an Accrued Interest
Payment in respect of Notes accepted for purchase pursuant to the
Offers.
The Settlement Date in respect of any Notes accepted for
purchase pursuant to the Offers is expected to be 5 November 2018.
Following settlement of the Offers, EUR725,750,000 in aggregate
nominal amount of the July 2019 Notes, GBP96,904,000 in aggregate
nominal amount of the December 2019 Notes, GBP530,554,000 in
aggregate nominal amount of the 2022 Notes, GBP97,657,000 in
aggregate nominal amount of the 2029 Notes, GBP149,855,000 in
aggregate nominal amount of the 2033 Notes, GBP31,574,000 in
aggregate nominal amount of the 2042 Notes and GBP72,750,000 in
aggregate nominal amount of the 2057 Notes will remain
outstanding.
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: 2138002P5RNKC5W2JZ46
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
RTEPGGAUUUPRGQB
(END) Dow Jones Newswires
October 29, 2018 12:24 ET (16:24 GMT)
Copyright (c) 2018 Dow Jones & Company, Inc.
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