TIDMTSCO
RNS Number : 7882X
Tesco PLC
01 May 2019
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 EUR500,000,000 2.125 per cent. Notes due
2020 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, GBP515,000,000 5 per cent. Notes due
2023, 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
1 May 2019.
On 23 April 2019, Tesco Corporate Treasury Services PLC (TCTS)
announced an invitation to holders of its outstanding
EUR500,000,000 2.125 per cent. Notes due 2020 and guaranteed by
Tesco (as defined below) (ISIN: XS0992638220) (the 2020 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 2019 Notes), (b) GBP900,000,000 6.125 per cent. Notes due 2022
(ISIN: XS0414345974) (the 2022 Notes), (c) GBP515,000,000 5 per
cent. Notes due 2023 (ISIN: XS0248392812) (the 2023 Notes), (d)
GBP200,000,000 6 per cent. Notes due 2029 (ISIN: XS0105244585) (the
2029 Notes), (e) GBP200,000,000 5.50 per cent. Notes due 2033
(ISIN: XS0159013142) (the 2033 Notes), (f) GBP300,000,000 4.875 per
cent. Notes due 2042 (ISIN: XS0248395245) (the 2042 Notes) and (g)
GBP500,000,000 5.20 per cent. Notes due 2057 (ISIN: XS0289810318)
(the 2057 Notes and, together with the 2019 Notes, the 2020 Notes,
the 2022 Notes, the 2023 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 5.00 p.m. (London time) on 30 April 2019
(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 23 April 2019 (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.
Series Acceptance Amounts and Scaling Factors
TCTS (in the case of the 2020 Notes) and Tesco (in the case of
each Series other than the 2020 Notes) announce that they have
decided to accept, subject to the satisfaction (or waiver) of the
New Financing Condition on or prior to the Settlement Date, valid
tenders of 2019 Notes, 2020 Notes, 2022 Notes, 2023 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 1.00 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
----------- ---------------- --------------- --------------- --------------- ------------------- ---------------
2019 Notes GBP0 0.0 per Not Applicable Not Applicable Not Applicable Not Applicable
cent.
----------- ---------------- --------------- --------------- --------------- ------------------- ---------------
2020 Notes EUR0 0.0 per Not Applicable Not Applicable Not Applicable Not Applicable
cent.
----------- ---------------- --------------- --------------- --------------- ------------------- ---------------
2022 Notes GBP113,561,000 50.0 per 0.738 per + 85 bps 1.594 per 112.375
cent. cent. cent. per cent.
----------- ---------------- --------------- --------------- --------------- ------------------- ---------------
2023 Notes GBP78,090,000 Not Applicable 0.845 per + 95 bps 1.803 per 111.913
cent. cent. per cent.
----------- ---------------- --------------- --------------- --------------- ------------------- ---------------
2029 Notes GBP49,808,000 Not Applicable 1.136 per + 175 bps 2.907 per 127.890
cent. cent. per cent.
----------- ---------------- --------------- --------------- --------------- ------------------- ---------------
2033 Notes GBP41,234,000 Not Applicable 1.372 per + 180 bps 3.197 per 125.211
cent. cent. per cent.
2042 Notes GBP11,299,000 Not Applicable 1.657 per + 210 bps 3.792 per 116.365
cent. cent. per cent.
---------------
2057 Notes GBP42,650,000 Not Applicable 1.597 per + 215 bps 3.747 per 129.256
cent. cent. per cent.
(semi-annualised)
* Annual compounding basis, except where stated otherwise.
TCTS or Tesco, as applicable, will also pay an Accrued Interest
Payment in respect of Notes accepted for purchase pursuant to the
Offers.
Subject to the satisfaction (or waiver) of the New Financing
Condition, the Settlement Date in respect of any Notes accepted for
purchase pursuant to the Offers is expected to be 2 May 2019.
Following settlement of the Offers, GBP96,904,000 in aggregate
nominal amount of the 2019 Notes, EUR500,000,000 in aggregate
nominal amount of the 2020 Notes, GBP416,993,000 in aggregate
nominal amount of the 2022 Notes, GBP92,974,000 in aggregate
nominal amount of the 2023 Notes, GBP47,849,000 in aggregate
nominal amount of the 2029 Notes, GBP108,621,000 in aggregate
nominal amount of the 2033 Notes, GBP20,275,000 in aggregate
nominal amount of the 2042 Notes and GBP30,100,000 in aggregate
nominal amount of the 2057 Notes will remain outstanding.
HSBC Bank plc (Telephone: +44 20 7992 6237; Attention: Liability
Management Group; Email: LM_EMEA@hsbc.com); J.P. Morgan Securities
plc (Telephone: +44 20 7134 2468; Attention: Liability Management;
Email: emea_lm@jpmorgan.com); NatWest Markets plc (Telephone: +44
20 7678 5222; Attention: Liability Management; Email:
liabilitymanagement@natwestmarkets.com); and RBC Europe Limited
(Telephone: +44 20 7029 7063; Attention: Liability Management
Group; Email: liability.management@rbccm.com) are acting as Dealer
Managers in respect of the Offers made to Relevant Noteholders.
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.
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
TENKMGGKFMKGLZM
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May 01, 2019 10:12 ET (14:12 GMT)
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