Final results and pricing of offers

British Telecommunications PLC

20 June 2024

 

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 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES") OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY OTHER JURISDICTION WHERE OR TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

20 June 2024

BRITISH TELECOMMUNICATIONS PUBLIC LIMITED COMPANY ANNOUNCES FINAL RESULTS AND PRICING OF OFFERS

Further to its announcements on 13 June 2024, 14 June 2024 and earlier today, British Telecommunications public limited company (the "Offeror") now announces the final results and pricing of its invitations made to the holders of its outstanding EUR 650,000,000 0.500 per cent. Notes due 12 September 2025 (ISIN: XS2051494222) (the "2025 Notes") and EUR 1,300,000,000 1.750 per cent. Notes due 10 March 2026 (ISIN: XS1377679961) (the "2026 Notes" and together with the 2025 Notes, the "Notes" and each a "Series") as described in the tender offer memorandum dated 13 June 2024 (the "Tender Offer Memorandum") (each such invitation an "Offer" and together the "Offers").

Capitalised terms used but not otherwise defined in this announcement shall have the meaning given to them in the Tender Offer Memorandum.

The Expiration Time for the Offers was 4.00 p.m. (London time) on 19 June 2024. The pricing took place at or around 11.00 a.m. (London time) today.

The Offeror hereby announces that it will accept for purchase in accordance with the terms and subject to the conditions (including the New Financing Condition) set out in the Tender Offer Memorandum and at the relevant Purchase Price, all Notes validly Offered for Sale pursuant to the Offers, without pro-ration, in an aggregate nominal amount of
EUR 454,898,000. The Offeror further announces that the aggregate nominal amount of each Series validly accepted for purchase (each a "Series Acceptance Amount") will be as set out in the table below.

Description	ISIN	Interpolated Mid-Swap Rate	Repurchase Yield	Purchase Price	Series Acceptance Amount	Outstanding Aggregate Nominal Amount after the Settlement Date
EUR 650,000,000 0.500 per cent. Notes due 12 September 2025	XS2051494222	3.485 per cent.	3.485 per cent.	96.497 per cent.	EUR 230,978,000	EUR 419,022,000
EUR 1,300,000,000 1.750 per cent. Notes due 10 March 2026	XS1377679961	3.317 per cent.	3.467 per cent.	97.191 per cent.	EUR 223,920,000	EUR 1,076,080,000

Notes purchased by the Offeror pursuant to the Offers will be cancelled by the Offeror and will not be re-issued or re-sold. Notes which have not been validly submitted or validly submitted but not accepted for purchase pursuant to the Offers will remain outstanding.

Payment of the Tender Consideration in respect of the Notes accepted for purchase by the Offeror will occur on the Settlement Date for the Offers which is expected to be 24 June 2024.

Any requests for information in relation to the Offers should be directed to the Dealer Managers or the Tender Agent whose contact details are listed below.

DEALER MANAGERS
Barclays Bank PLC 1 Churchill Place London E14 5HP United Kingdom Telephone: [phone] Attn: Liability Management Group Email: [e-mail]	J.P. Morgan Securities plc 25 Bank Street Canary Wharf London E14 5JP United Kingdom Telephone: [phone] Attn: EMEA Liability Management Group Email: [e-mail]
THE TENDER AGENT
Kroll Issuer Services Limited The Shard 32 London Bridge Street London SE1 9SG United Kingdom Tel: [phone] Attn: David Shilson Email: [e-mail] Website: https://deals.is.kroll.com/bt

This announcement is released by British Telecommunications public limited company 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 United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended ("UK MAR"), encompassing information relating to the Offers, as described above. For the purposes of UK MAR and the Implementing Technical Standards, this announcement is made by Andrew Binnie, BT Group Treasury Director of the Offeror.

DISCLAIMER

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 before any decision is made with respect to the Offers. If any Qualifying Holder is in any doubt as to the contents of this announcement, the Tender Offer Memorandum or the action it should take, it is recommended to seek its own financial, legal, regulatory and tax 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 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 Offeror, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

 

END