TIDMHMSO
RNS Number : 4796A
Hammerson PLC
01 June 2021
THIS ANNOUNCEMENT CONTAINS 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 .
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO
ANY PERSON LOCATED OR RESIDENT IN, OR AT ANY ADDRESS 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 OR THE DISTRICT OF COLUMBIA (THE UNITED STATES)
OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT)) OR
IN OR INTO ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE,
PUBLISH OR DISTRIBUTE THIS DOCUMENT.
HAMMERSON PLC ANNOUNCES
FINAL RESULTS OF TENDER OFFERS IN RESPECT OF ITS
EUR500,000,000 2.000 PER CENT. BONDS DUE 2022 (THE 2022
BONDS)
AND
EUR500,000,000 1.750 PER CENT. BONDS DUE 2023 (THE 2023
BONDS)
1 June 2021.
Hammerson plc (the Company) announces today the final results of
its separate invitations to holders of its (a) EUR500,000,000 2.000
per cent. Bonds due 2022 (ISIN: XS1081656180) (the 2022 Bonds) and
(b) EUR500,000,000 1.750 per cent. Bonds due 2023 (ISIN:
XS1379158550) (the 2023 Bonds and, together with the 2022 Bonds,
the Bonds and each a Series) to tender their Bonds for purchase by
the Company for cash (each such invitation an Offer and together
the Offers).
The Offers were announced on 20 May 2021 and were made on the
terms and subject to the conditions contained in the tender offer
memorandum dated 20 May 2021 (the Tender Offer Memorandum). The
Company also announced the 2023 Bonds Maximum Acceptance Amount on
27 May 2021.
Capitalised terms used in this announcement but not defined have
the meanings given to them in the Tender Offer Memorandum.
The Expiration Deadline for the Offers was 4.00 p.m. (London
time) on 28 May 2021.
2022 Bonds
The Company will , subject to the satisfaction of the New Issue
Condition on or prior to the Settlement Date, accept for purchase
all 2022 Bonds validly tendered pursuant to the relevant Offer with
no pro rata scaling. Accordingly, the 2022 Bonds Final Acceptance
Amount is EUR 310,315,000 .
Pricing in respect of the Offer for the 2022 Bonds took place at
around 2.00 p.m. (London time) today (the Pricing Time). The
Company determined that the Purchase Price it will pay for 2022
Bonds validly tendered and accepted for purchase will be 102.713
per cent. of the nominal amount of such 2022 Bonds based on a
Settlement Date of 3 June 2021 .
A summary of the final results of, and pricing for, the Offer
for the 2022 Bonds appears below:
2022 Bonds Final 2022 Bonds 2022 Bonds 2022 Bonds Accrued
Acceptance Interpolated 2022 Bonds Purchase Yield Purchase Price(1) Interest(1)
Amount Mid-Swap Rate Purchase Spread
----------------- ----------------- ------------------ ------------------ ------------------ ------------------
EUR 310,315,000 -0.506 per cent. 0 bps -0.506 per cent. 102.713 per cent. 1.847 per cent.
1. Expressed as a percentage of the nominal amount of the 2022 Bonds.
2023 Bonds
The Company will , subject to the satisfaction of the New Issue
Condition on or prior to the Settlement Date, accept for purchase
all 2023 Bonds validly tendered pursuant to the relevant Offer with
no pro rata scaling. Accordingly, the 2023 Bonds Final Acceptance
Amount is EUR264,493,000.
The Company confirmed that the Purchase Price it will pay for
the 2023 Bonds validly tendered and accepted for purchase will be
102.926 per cent. of the nominal amount of such 2023 Bonds based on
a Settlement Date of 3 June 2021 .
A summary of the final results of, and pricing for, the Offer
for the 2023 Bonds appears below:
2023 Bonds 2023 Bonds 2023 Bonds
Final Acceptance Purchase Purchase
Amount Yield Price(2) Accrued Interest(2)
--------------------- ------------- -------------- ----------------------
EUR 264,493,000 -0.150 per 102.926 per 0.384 per cent.
cent. cent.
2. Expressed as a percentage of the nominal amount of the 2023 Bonds.
General
Subject to the satisfaction of the New Issue Condition, the
Settlement Date in respect of the Bonds accepted for purchase
pursuant to the Offers is expected to be 3 June 2021. Following
settlement of the Offers and cancellation of the relevant Bonds
accepted for purchase pursuant to the Offers, EUR 189,685,000 in
aggregate nominal amount of the 2022 Bonds and EUR 235,507,000 in
aggregate nominal amount of the 2023 Bonds will remain
outstanding.
The Company will also pay an Accrued Interest Payment in respect
of Bonds accepted for purchase pursuant to the relevant Offer.
Barclays Bank PLC (Telephone: +44 (0) 20 3134 8515, Attention:
Liability Management Group, Email: eu.lm@barclays.com ), BNP
Paribas (Telephone: +33 1 55 77 78 94, Attention: Liability
Management Group, Email: liability.management@bnpparibas.com ) ,
J.P. Morgan Securities plc (Telephone: +44 20 7134 2468 Attention:
Liability Management, Email: liability_management_EMEA@jpmorgan.com
) and MUFG Securities EMEA plc (Telephone: +44 20 7577 4218,
Attention: Liability Management Group, Email:
liability.management@mufgsecurities.com ) are acting as Dealer
Managers for the Offers.
Lucid Issuer Services Limited (Telephone: +44 20 7704 0880,
Attention: Mu-yen Lo / Harry Ringrose, Email:
hammerson@lucid-is.com ) is acting as Tender Agent.
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 comes are required by each of the Company, the Dealer
Managers and the Tender Agent to inform themselves about, and to
observe, any such restrictions.
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END
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