TIDM42TF
RNS Number : 1429R
Co-operative Group Limited
27 February 2023
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN 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
(UNITED STATES) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS
UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
27 February 2023
CO-OPERATIVE GROUP LIMITED
announces the final results of the tender offer in relation to
its
GBP300,000,000 5.125 per cent. Notes due 2024
Further to its announcement on 17 February 2023, Co-operative
Group Limited (the Society) hereby announces the final results of
the invitation to holders of its GBP300,000,000 5.125 per cent.
Notes due 2024 (ISIN: XS1910137949) unconditionally and irrevocably
guaranteed by each of Co-operative Foodstores Limited, Co-op
Funeral Plans Limited, Co-operative Group Food Limited,
Co-operative Group Holdings (2011) Limited, Co-op Insurance
Services Limited, Funeral Services Limited and Rochpion Properties
(4) LLP (the Notes) to tender such Notes for purchase by the
Society for cash (the Offer) in an aggregate principal amount up to
the Maximum Acceptance Amount (as defined below). The Offer was
made on the terms and subject to the conditions contained in the
tender offer memorandum dated 17 February 2023 (the Tender Offer
Memorandum) prepared by the Society.
Capitalised terms used in this announcement but not defined
herewith have the meanings given to them in the Tender Offer
Memorandum.
The Expiration Deadline for the Offer was 4.00 p.m. (London
time) on 24 February 2023.
As at the Expiration Deadline, GBP180,514,000 in aggregate
principal amount of Notes had been validly tendered pursuant to the
Offer.
The Society hereby announces that it has decided to accept for
purchase an aggregate principal amount of Notes amounting to
GBP100,000,000. The pro-ration factor is 87.385 per cent., and is
only applicable to Tender Instructions received that are equal to
the Purchase Price.
The Purchase Price the Society will pay for those Notes accepted
for purchase pursuant to the Offer is 99.00 per cent. of the
principal amount of Notes. The Offeror will also pay Accrued
Interest in respect of such Notes.
Description ISIN Outstanding Minimum Maximum Maximum
of the / Common Principal Purchase Purchase Purchase Acceptance Pro-ration
Notes Code Amount Price Price Price Amount Factor
GBP300,000,000 XS1910137949/191013794 GBP300,000,000 98.00 99.50 99.00 GBP100,000,000 87.385
per cent. per cent. per cent. per
of the of the of the cent.*
principal principal principal
amount amount amount
of the of the of Notes
Notes Notes
5.125
per cent.
Notes due
2024
----------------------- --------------- ---------- ---------- ---------- --------------- -----------
* The pro-ration factor is only applicable to Tender
Instructions received that are equal to the Purchase Price.
The Purchase Price, together with the Accrued Interest, will be
paid to Holders whose Notes have been accepted for purchase by the
Issuer. The Settlement Date of the Offer is expected to occur on
Wednesday, 1 March 2023. Following completion on the Settlement
Date, the Notes purchased by the Society pursuant to the Offer
shall be cancelled and will not be re-issued or re-sold.
Consistent with the Society's strategy of proactive balance
sheet and debt management, the Society is pleased to announce the
successful completion of its previously announced tender.
DEALER MANAGERS
Barclays Bank PLC ING Bank N.V., London NatWest Markets Plc
1 Churchill Place Branch 250 Bishopsgate
London E14 5HP 8-10 Moorgate London EC2M 4AA
Telephone: +44 203 London EC2R 6DA Telephone: +44 207
134 8515 Telephone: +44 20 7767 678 5222
Attention: Liability 6784 Attention: Liability
Management Group Attention: Liability Management
Email: eu.lm@barclays.com Management Team Email: liabilitymanagement@natwestmarkets.com
Email: liability.management@ing.com
TENDER AGENT
Kroll Issuer Services Limited
The Shard
32 London Bridge Street
London SE1 9SG
Telephone: +44 20 7704 0880
Attention: Harry Ringrose
Email: co-op@is.kroll.com
Website: https://deals.is.kroll.com/co-op
This announcement is released by Co-operative Group Limited 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 domestic law by virtue
of the European Union (Withdrawal) Act 2018 (the EUWA) (MAR),
encompassing information relating to the Offer described above. For
the purposes of MAR and Article 2 of Commission Implementing
Regulation (EU) 2016/1055 as it forms part of domestic law by
virtue of the EUWA, this announcement is made by Simon Nuttall,
Head of Tax, Treasury & Insurance at Co-operative Group
Limited.
DISCLAIMER
The offer period for the Offer has now expired. No further
tenders of any Notes may be made pursuant to the Offer. 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. If
any Holder is in any doubt as to the contents of this announcement
and/or the Tender Offer Memorandum or the action it should take, it
is recommended to seek its own financial and legal 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 Dealer Managers and the Tender
Agent do not accept any responsibility for the accuracy or
completeness of the information contained in this announcement or
the Tender Offer Memorandum including (without limitation)
information concerning the Society or its subsidiaries and
affiliates or for any failure by the Society to disclose events
that may have occurred and may affect the significance or accuracy
of such information.
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END
RTEFIFSAFVIDFIV
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