Final Results of Cash Tender Offers

RNS Number : 0385H

Next PLC

20 May 2011

 



NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, 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 OR THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.

20 May 2011

NEXT PLC

FINAL RESULTS OF CASH TENDER OFFERS AND PRICING OF NEW BONDS

Next plc (the Offeror) announces the final results of its invitations to the holders of its outstanding £300,000,000 5.25 per cent. Bonds due 2013 (the 2013 Bonds) and its outstanding £250,000,000 5.875 per cent. Bonds due 2016 (the 2016 Bonds and, together with the 2013 Bonds, the Bonds) to tender their Bonds for purchase by the Offeror for cash (each such invitation an Offer and together the Offers).

The Offers were made on the terms and subject to the conditions contained in the tender offer memorandum dated 13 May 2011 (the Tender Offer Memorandum) prepared by the Offeror in connection with the Offers.  Capitalised terms used but not otherwise defined in this announcement shall have the meaning given to them in the Tender Offer Memorandum.

As at the Expiration Deadline of 4.00 p.m. (London time) on Thursday, 19 May 2011, the Offeror had received valid tenders of £120,576,000 in aggregate nominal amount of 2013 Bonds and valid tenders of £76,200,000 in aggregate nominal amount of 2016 Bonds tendered pursuant to valid Tender and New Issue Allocation Instructions.

Subject to satisfaction of the New Financing Condition, the Offeror has decided to accept all 2013 Bonds validly tendered in the relevant Offer in full. The Final 2016 Bond Acceptance Amount has been set by the Offeror at £38,100,000 in aggregate nominal amount of 2016 Bonds.  Accordingly (and subject to satisfaction of the New Financing Condition), the Offeror has decided to accept 2016 Bonds validly tendered in the relevant Offer pursuant to Tender and New Issue Allocation Instructions subject to a Scaling Factor of 0.50. Following such pro rata scaling and rounding, all as described in the Tender Offer Memorandum, £37,400,000 in aggregate nominal amount of 2016 Bonds validly tendered pursuant to Tender and New Issue Allocation Instructions will be accepted for purchase. The Offeror will not accept any 2016 Bonds tendered in the relevant Offer pursuant to Tender Only Instructions. 

The Offeror will pay, for those 2013 Bonds validly tendered and accepted for purchase pursuant to the relevant Offer, a cash purchase price of 106.789 per cent. of the nominal amount of the relevant 2013 Bonds, and for those 2016 Bonds validly tendered and accepted for purchase pursuant to the relevant Offer, a cash purchase price of 108.170 per cent. of the nominal amount of the relevant 2016 Bonds, in each case together with Accrued Interest.  Such purchase prices were determined at around 3.00 p.m. (London time) on Friday, 20 May 2011 in the manner described in the Tender Offer Memorandum.  The Tender Offer Settlement Date is expected to be Thursday, 26 May 2011, and £85,721,000 in aggregate nominal amount of 2013 Bonds and £212,600,000 in aggregate nominal amount of 2016 Bonds will remain outstanding after the Tender Offer Settlement Date.

A summary of the pricing terms appears below:

	Benchmark Security Rate	Purchase Spread	Purchase Yield	Purchase Price
2013 Bonds	0.981%	+125 bps	2.231%	106.789%
2016 Bonds	2.352%	+175 bps	4.102%	108.170%

The Offeror also announces that it intends to issue £325,000,000 in aggregate nominal amount of sterling-denominated fixed-rate new bonds (the New Bonds) to institutional investors.  The New Bonds will have a coupon of 5.375 per cent. per annum, payable in arrear, and a maturity date of 26 October 2021.  The New Issue Settlement Date is expected to be on Thursday, 26 May 2011.

Purchases of Bonds under the Offers are conditional upon satisfaction of the New Financing Condition, being the successful completion (in the determination of the Offeror) of the issue of the New Bonds, as further described in the Tender Offer Memorandum.

Barclays Bank PLC and The Royal Bank of Scotland plc are acting as Dealer Managers for the Offers.  Lucid Issuer Services Limited is acting as Tender Agent.  For detailed terms of the Offers please refer to the Tender Offer Memorandum.

THE DEALER MANAGERS

Barclays Bank PLC 5 The North Colonnade London E14 4BB United Kingdom	The Royal Bank of Scotland plc 135 Bishopsgate London EC2M 3UR United Kingdom
For information by telephone: [phone] Attention: Liability Management Group Email: [e-mail]	For information by telephone: [phone] / 8056 Attention: Gianmarco Deiana / Andrew Burton / Kyle McLoughlin Email: [e-mail]
THE TENDER AGENT
Lucid Issuer Services Limited Leroy House 436 Essex Road London N1 3QP United Kingdom
For information by telephone: [phone] Attention: David Shilson / Sunjeeve Patel Email: [e-mail]

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 Offeror, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

 

END

 

 

TENSEMFISFFSESI