Pricing Announcement
British Land Co PLC
22 August 2006
22 August 2006
The British Land Company PLC and BL Universal PLC Announce Pricing for their
Consent Solicitations
NOTICE
to the respective holders of the outstanding debentures issued by The British
Land Company PLC (the Company)
£200,000,000 9 3/8 per cent. First Mortgage Debenture Stock due 2028 (the
Existing 2028 Debentures)
£250,000,000 8 7/8 per cent. First Mortgage Debenture Bonds due 2035 (the
Existing 2035 Debentures)
£12,561,841 10 1/2 per cent. First Mortgage Debenture Stock due 2019/24 (the
Existing First 2019/24 Debentures)
£20,381,170 11 3/8 per cent. First Mortgage Debenture Stock due 2019/24 (the
Existing Second 2019/24 Debentures)
(together the Existing BL Debentures)
and
to the respective holders of the outstanding debentures issued by BL Universal
PLC (BLU)
£100,000,000 6 3/4 per cent. First Mortgage Debenture Bonds due 2011 (the
Existing 2011 Debentures)
£200,000,000 6 3/4 per cent. First Mortgage Debenture Bonds due 2020 (the
Existing 2020 Debentures)
(together the Existing BLU Debentures, and collectively with the Existing BL
Debentures, the Existing Debentures)
This announcement is made in connection with the Consent Solicitations as
defined in the Consent Solicitation Document dated 21 July 2006 (the "Consent
Solicitation Document"). The Company and BLU hereby announce that pricing took
place today at around 3.00pm in accordance with the terms of the Consent
Solicitations and accordingly the Solicitation Agents have calculated the
pricing details as follows:
Existing Debentures Pricing
1. EXISTING 2028 DEBENTURES
(a) Existing Debenture Benchmark Gilt: 6.00 per cent. U.K.
Treasury Gilt due December 2028
(b) Mid-Market Benchmark Security Rate = 4.307%
(c) Existing Debenture Spread: 1.05%
(d) Repurchase Yield = 5.357%
(e) Existing Debenture Price = £1,510.37 per £1,000 Nominal
Amount
(f) Exchange Ratio: 1.0000x
(g) Additional Cash Settlement Amount: £510.37 per £1,000
Nominal Amount
(h) Accrued Interest1 = £38.68 per £1,000 Nominal Amount
2. EXISTING 2035 DEBENTURES
(a) Existing Debenture Benchmark Gilt: 4.25 per cent. U.K.
Treasury Gilt due March 2036
(b) Mid-Market Benchmark Security Rate = 4.164%
(c) Existing Debenture Spread: 1.10%
(d) Repurchase Yield = 5.264%
(e) Existing Debenture Price = £1,534.44 per £1,000 Nominal
Amount
(f) Exchange Ratio: 1.0000x
(g) Additional Cash Settlement Amount: £534.44 per £1,000
Nominal Amount
(h) Accrued Interest1 = £38.21 per £1,000 Nominal Amount
3. EXISTING FIRST 2019/24 DEBENTURES
(a) Existing Debenture Benchmark Gilt: 4.75 per cent. U.K.
Treasury Gilt due March 2020
(b) Mid-Market Benchmark Security Rate = 4.500%
(c) Existing Debenture Spread: 0.95%
(d) Repurchase Yield = 5.450%
(e) Existing Debenture Price = £1,468.07 per £1,000 Nominal
Amount
(f) Exchange Ratio: 1.46807x
(g) Accrued Interest1 = £43.32 per £1,000 Nominal Amount
4. EXISTING SECOND 2019/24 DEBENTURES
(a) Existing Debenture Benchmark Gilt: 4.75 per cent. U.K.
Treasury Gilt due March 2020
(b) Mid-Market Benchmark Security Rate = 4.500%
(c) Existing Debenture Spread: 0.95%
(d) Repurchase Yield = 5.450%
(e) Existing Debenture Price = £1,549.18 per £1,000 Nominal
Amount
(f) Exchange Ratio: 1.54918x
(g) Accrued Interest1 = £46.93 per £1,000 Nominal Amount
5. EXISTING 2011 DEBENTURES2
(a) Existing Debenture Benchmark Gilt: 4.25 per cent. U.K.
Treasury Gilt due March 2011
(b) Mid-Market Benchmark Security Rate = 4.703%
(c) Existing Debenture Spread: 0.75%
(d) Repurchase Yield = 5.453%
(e) Existing Debenture Price = £1,051.94 per £1,000 Nominal
Amount
(f) Accrued Interest1 = £27.94 per £1,000 Nominal Amount
6. EXISTING 2020 DEBENTURES2
(a) Existing Debenture Benchmark Gilt: 4.75 per cent. U.K.
Treasury Gilt due March 2020
(b) Mid-Market Benchmark Security Rate = 4.500%
(c) Existing Debenture Spread: 0.95%
(d) Repurchase Yield = 5.450%
(e) Existing Debenture Price = £1,123.58 per £1,000 Nominal
Amount
(f) Accrued Interest1 = £27.94 per £1,000 Nominal Amount
New Debenture Pricing
1. New 2028 Debentures
(a) New Debenture Benchmark Gilt: 6.00 per cent. UK Treasury
Gilt due December 2028
(b) Mid-Market Benchmark Gilt Rate = 4.307%
(c) New Debenture Spread = 1.05%
(d) New Debenture Coupon = 5.357%
(e) New Debenture Price = £1,000.00 per £1,000 Nominal Amount
(f) Maturity: 31 March 2028
(g) Total size: £310,000,000
2. NEW 2035 DEBENTURES
(a) New Debenture Benchmark Gilt: 4.25 per cent. UK Treasury
Gilt due March 2036
(b) Mid-Market Benchmark Gilt Rate = 4.164%
(c) New Debenture Spread = 1.10%
(d) New Debenture Coupon = 5.264%
(e) New Debenture Price = £1,000.00 per £1,000 Nominal Amount
(f) Maturity: 24 September 2035
(g) Total size: £330,000,000
Notes on pricing:
1 Shown rounded to nearest £0.01 per £1,000 for indicative purposes only; for
actual calculations, accrued interest is rounded to nearest £0.01 based on full
position
2 Applies only to non-Eligible BLU Debentureholders
The Retention Option
Holders of the Existing 2028 Debentures and the Existing 2035 Debentures were
also given, to a limited extent, the option to retain their existing debenture
holdings at the current 9.375% and 8.875% respective coupons. The amounts below
represent the nominal amount of holdings that chose this option:
1. Existing 2028 Debentures: £25,387,615
2. Existing 2035 Debentures: £41,702,500
Confirmation and Announcement of Redemption
As announced jointly by the Company and BLU on Monday, 21 August 2006, each of
the Extraordinary Resolutions was duly passed by the requisite majority of
holders of the relevant Existing Debentures at the meetings of holders of the
Existing Debentures held on Monday, 21 August 2006. The conditions of the
Consent Solicitation requiring the passing of such resolutions and as to the
size of the holdings subject to the Retention Option have been satisfied. The
Company and BLU expect to give notice tomorrow, Wednesday, 23 August 2006, of
the redemption on Tuesday 29 August 2006 of all of the outstanding Existing BL
Debentures (other than those to which the Retention Option applies) and those of
the Existing BLU Debentures determined by BLU to be held by holders who are not
Eligible Debentureholders and of the implementation of the Proposals, all in
accordance with and subject to the Proposals and the respective conditions of
the Existing Debentures (as modified pursuant to the relevant Extraordinary
Resolutions).
Capitalised terms used in this Notice but not otherwise defined have the same
meanings as given to them in or pursuant to the Consent Solicitation Document.
This Notice is given by The British Land Company PLC and BL Universal PLC.
Enquiries:
The British Land Company PLC
Graham Roberts, Finance Director Tel: +44 20 7467 2948
Peter Clarke, Executive Officer Tel: +44 20 7467 2886
The Royal Bank of Scotland
Robert St. John, Managing Director Tel: +44 20 7085 3205
Andrew Burton, Head of Liability Management Tel: +44 20 7085 8056
UBS Investment Bank
Andrew Dennis, Executive Director Tel: +44 20 7568 2902
Duane Hebert, Executive Director Tel: +44 20 7567 7480
UNDER NO CIRCUMSTANCES SHALL THIS NOTICE CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY OR SUBSCRIBE FOR SECURITIES.
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