Telefonica SA TEF - Issuance of Securities (9117X)
November 29 2017 - 1:24PM
UK Regulatory
TIDMTDE
RNS Number : 9117X
Telefonica SA
29 November 2017
TELEFÓNICA, S.A., ("Telefónica") as provided in article 228 of
the Spanish Stock Market Act (Ley del Mercado de Valores), hereby
reports the following
SIGNIFICANT EVENT
TELEFÓNICA EUROPE B.V., the Dutch subsidiary of Telefónica, has
today priced and closed the terms and conditions of an issuance of
Undated 5.5 Year Non-Call Deeply Subordinated Guaranteed Fixed Rate
Reset Securities, with the subordinated guarantee of Telefónica, in
a nominal amount of 1,000 million euros (the "Securities").
The main terms and conditions of the issuance are as
follows:
The issue price is established at 100% of the face value of the
Securities. The Securities will accrue interest at a rate of 2.625%
annually as from (and including) the issue date up to (but
excluding) 7 June 2023.
From (and including) 7 June 2023, the Securities will accrue a
fixed rate of interest equal to the applicable 5 year Swap Rate
plus a margin of:
-- 2.327% per year as from 7 June 2023 up to (but excluding) 7 June 2028;
-- 2.577% per year as from 7 June 2028 up to (but excluding) 7 June 2043; and
-- 3.327% per year as from (and including) 7 June 2043.
The Securities will have a face value per unit of 100,000 euros
and will be perpetual, although they will be subject to a call
option exercisable by the issuer on certain dates and at any time
upon the occurrence of certain circumstances as set out in the
terms and conditions of the Securities. The issuer may defer
payment of the interest accrued on the Securities at its sole
discretion (the "Deferred Interest") without triggering an event of
default. The Deferred Interest will in turn accrue interest and
will be payable at the option of the issuer at any time or on an
obligatory basis in certain circumstances as set out in the terms
and conditions of the Securities.
The Securities are governed by English Law, and it is envisaged
that they will be listed and admitted to trading on the London
Stock Exchange.
The issue is addressed exclusively at qualified investors.
The Securities will be subscribed for and paid up on the closing
date, which is envisaged to take place on or about 7 December 2017,
subject to entering into a subscription agreement with the Joint
Bookrunners and the rest of the agreements relating to the issue,
and subject to compliance with the conditions set out in the
subscription agreement.
Madrid, 29 November 2017.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any of the securities referred to herein and
shall not constitute an offer, solicitation nor sale in any
jurisdiction in which such offer, solicitation or sale is unlawful
- including but not limited to the United States, Australia, Canada
or Japan.
The securities referred to herein have not been and will not be
registered under the United States Securities Act of 1933
("Securities Act"), as amended, or any state securities laws, and
may not be offered or sold in the United States absent registration
or pursuant to an exemption from the registration requirements of
the Securities Act and in accordance with applicable state
securities laws.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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