TOTAL SE: Announces the Results of Its Tender Offer to Partially Repurchase Its Undated Deeply Subordinated Fixed Rate Resett...
September 03 2020 - 4:52AM
Dow Jones News
Regulatory News:
TOTAL SE (Paris:FP) (LSE:TTA) (NYSE:TOT) (the "Company") is
pleased to announce:
-- the signing of its issuance of EUR1,000,000,000 undated non-call 10 year
deeply subordinated fixed rate resettable notes (the "New Notes") with a
fixed coupon of 2.000% per annum until the first call date; and
-- the results of its tender offer (the "Tender Offer") to partially
repurchase certain of its undated deeply subordinated fixed rate
resettable notes with a first call date on 26 February 2021, of which
EUR1,000,000,000 are currently outstanding (ISIN: XS1195201931) (the
"Notes").
Following the end of the Tender Offer period, the Company is
pleased to announce the pricing and acceptance of the Tender Offer
as follows:
(a) the Maximum Acceptance Amount is EUR703,313,000;
(b) the aggregate principal amount of Notes validly tendered is
EUR703,313,000;
(c) the Tender Price is 101.174%; and
(d) the remaining outstanding principal amount of Notes
following the settlement of the Tender Offer will be
EUR296,687,000.
The purpose of the Tender Offer and the issuance of New Notes
is, amongst other things, to proactively manage the Company's
hybrid portfolio while intending to maintain the aggregate size of
the stock of outstanding hybrid notes at the around the same
level.
The Autorité des marchés financiers granted approval number
20-436 on 2 September 2020 on the prospectus relating to the New
Notes. The New Notes will be issued on 4 September 2020. The
settlement of the Tender Offer is scheduled on 4 September
2020.
Disclaimer
This announcement does not constitute an invitation to
participate in the Tender Offer or the issuance of New Notes in or
from any jurisdiction in or from which, or to or from any person to
or from whom, it is unlawful to make such invitation under
applicable securities laws. The distribution of this announcement
in certain jurisdictions may be restricted by law. Persons into
whose possession this announcement comes are required to inform
themselves about, and to observe, any such restrictions.
Tenders of Notes for purchase pursuant to the Tender Offer will
not be accepted from qualifying holders in any circumstances in
which such offer or solicitation is unlawful. The Company does not
make any recommendation as to whether or not qualifying holders
should participate in the Tender Offer.
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, any U.S. Person.
United States
This Tender Offer is not being made and will not be made
directly or indirectly in or into, or by use of the mails of, or by
any means or instrumentality (including, without limitation,
facsimile transmission, telex, telephone, email and other forms of
electronic transmission) of interstate or foreign commerce of, or
any facility of a national securities exchange of, the United
States or to U.S. Persons as defined in Regulation S of the U.S.
Securities Act of 1933, as amended (the Securities Act) (each a
U.S. Person) and the Notes may not be tendered in the Tender Offer
by any such use, means, instrumentality or facility from or within
the United States, by persons located or resident in the United
States of America ("U.S. holders" within the meaning of Rule 800(h)
under the Securities Act). Accordingly, any documents or materials
related to this Tender Offer are not being, and must not be,
directly or indirectly, mailed or otherwise transmitted,
distributed or forwarded (including, without limitation, by
custodians, nominees or trustees) in or into the United States or
to any such person. Any purported tender instruction in response to
this Tender Offer resulting directly or indirectly from a violation
of these restrictions will be invalid, and tender instructions made
by a person located or resident in the United States of America or
any agent, fiduciary or other intermediary acting on a
non-discretionary basis for a principal giving instructions from
within the United States will not be accepted.
For the purposes of the above paragraph, United States means the
United States of America, 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 of America and the District of Columbia.
View source version on businesswire.com:
https://www.businesswire.com/news/home/20200903005349/en/
CONTACT:
TOTAL SE
SOURCE: TOTAL SE
Copyright Business Wire 2020
(END) Dow Jones Newswires
September 03, 2020 04:37 ET (08:37 GMT)
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