Centrica plc announces tender offer results

RNS Number : 5656G

Centrica PLC

02 March 2018

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT

2 March 2018

CENTRICA PLC ANNOUNCES ANY AND ALL TENDER OFFER RESULTS

On 22 February 2018, Centrica plc (the "Company") announced offers to purchase for cash any and all of its 4.000% senior notes due 2023 (the "Any and All Notes") and up to US$250,000,000 in aggregate principal amount of its 5.375% senior notes due 2043 (the "Maximum Tender Notes" and together with the Any and All Notes, the "Securities"), subject to the offer and distribution restrictions, and upon the terms and subject to the conditions set forth in an offer to purchase dated 22 February 2018 (as amended or supplemented from time to time, the "Offer to Purchase"). The offer to purchase the Any and All Notes is referred to herein as the "Any and All Tender Offer" and the offer to purchase the Maximum Tender Notes is referred to herein as the "Maximum Tender Offer." The Any and All Tender Offer and the Maximum Tender Offer are referred to together herein as the "Tender Offers".

Capitalised terms used in this announcement but not otherwise defined have the meanings given to them in the Offer to Purchase. Copies of the Offer to Purchase are available, subject to the offer and distribution restrictions, from the Information and Tender Agent at www.lucid-is.com/centrica.

The Any and All Tender Offer expired at 5:00pm New York City time, yesterday, 1 March 2018 (the "Any and All Expiration Time").

According to information provided by the Tender and Information Agent, US$448,348,000 aggregate principal amount of the Any and All Notes were validly tendered at or prior to the Any and All Expiration Time and not validly withdrawn (approximately 59.78% of the principal amount of the Any and All Notes currently outstanding). As at the Any and All Expiration Time, no Notices of Guaranteed Delivery have been received in respect of any Any and All Notes.

The Company hereby confirms that it has accepted for purchase all Any and All Notes validly tendered and not validly withdrawn at or prior to the Any and All Expiration Time.

 The Total Consideration payable in respect of such Any and All Notes is set forth in the table below.

Title of Security	CUSIP/ISIN Number	Total Consideration in respect of the Any and All Notes	Principal Amount of Any and All Notes Accepted for Purchase	Outstanding Principal Amount of Any and All Notes Following Settlement of the Any and All Tender Offer
US$750,000,000 4.000% Senior Notes due 2023	144A: 15639KAA0/ US15639KAA07 Reg S: G2071AAE0/ USG2071AAE04	US$1,032.47 per US$1,000	US$448,348,000	US$301,652,000

In addition, Noteholders whose Any and All Notes are purchased in the Any and All Tender Offer will be paid accrued and unpaid interest on their purchased Any and All Notes from the last interest payment date up to, but not including, the Any and All Settlement Date.

The Any and All Tender Offer has now expired and no further Any and All Notes can be tendered for purchase. All Any and All Notes accepted for purchase pursuant to the Any and All Tender Offer will be cancelled.

Any and All Notes that have not been successfully tendered for purchase and accepted by the Company pursuant to the Any and All Tender Offer and the terms and conditions set out in the Offer to Purchase will remain outstanding and will remain subject to the terms and conditions of such Any and All Notes.

The Any and All Settlement Date is expected to be 5 March 2018. The Early Tender Date for the Maximum Tender Offer is 8 March 2018 and the Maximum Tender Offer will expire on 22 March 2018.

For Further information

A complete description of the terms and conditions of the Tender Offers is set out in the Offer to Purchase. Further details about the Tender Offers can be obtained from:

The Company

Centrica plc

Millstream

Maidenhead Road

Windsor

Berkshire SL4 5GD

Investors and Analysts

Tel: [phone]

Email: [e-mail]

Media
Tel: [phone]
Email: [e-mail]

Treasury
Tel: [phone]
Email: [e-mail]

The Joint Dealer Managers

Barclays Capital Inc.

745 Seventh Avenue, 5th Floor

New York, NY 10019

United States

Attention: Liability Management Group

Collect: 212-528-7581

Toll Free: 800-438-3242
Europe: [phone]

Email: [e-mail]

Citigroup Global Markets Limited

Citigroup Centre

Canada Square, Canary Wharf

London E14 5LB

Attn: Liability Management Group

London: [phone]

U.S. Toll-Free: [phone]

U.S.: [phone]

Email: [e-mail]

RBS Securities Inc.

600 Washington Boulevard

Stamford, CT 06901

United States

U.S.: [phone]

Toll Free; [phone]

International: [phone]

Attention: Liability Management

Email: [e-mail]

Société Générale

Tours Société Générale

17, Cours Valmy

92987 Paris La Défense Cedex

France

U.S. Toll Free: [phone]

U.S.: [phone]

Europe: [phone]

Attention: Liability Management

Email: [e-mail]

The Information and Tender Agent

Lucid Issuer Services Limited

Tankerton Works

12 Argyle Walk

London WC1H 8HA

United Kingdom

Tel: [phone]

Fax: [phone]

Attention: Thomas Choquet

Email: [e-mail]

If a Holder has questions about any of the Tender Offers or the procedures for tendering Securities, the Holder should contact the Tender and Information Agent, the Joint Dealer Managers or the Company at their respective telephone numbers. Documents relating to the Tender Offers are also available at www.lucid-is.com/centrica.

This announcement contains inside information which is disclosed in accordance with the Market Abuse Regulation.

Centrica plc is listed on the London Stock Exchange (CNA)
Registered Office: Millstream, Maidenhead Road, Windsor, Berkshire SL4 5GD
Registered in England & Wales number: 3033654
Legal Entity Identifier number: E26EDV109X6EEPBKVH76
ISIN number: GB00B033F229

 

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