Final Result of Tender Offer

RNS Number : 6173U

Tesco PLC

25 October 2017

 

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.

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN 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 (the United States) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

Tesco Corporate Treasury Services PLC announces final results of its Tender Offer for its €1,250,000,000 1.375 per cent. Notes due 2019 and guaranteed by Tesco PLC

and

Tesco PLC announces final results of its Tender Offers for its £350,000,000 5.50 per cent. Notes due 2019, £515,000,000 5 per cent. Notes due 2023, £200,000,000 6 per cent. Notes due 2029, £200,000,000 5.50 per cent. Notes due 2033, £300,000,000 4.875 per cent. Notes due 2042 and £500,000,000 5.20 per cent. Notes due 2057

25 October 2017. On 16 October 2017, Tesco Corporate Treasury Services PLC (TCTS) announced an invitation to holders of its outstanding €1,250,000,000 1.375 per cent. Notes due 2019 and guaranteed by Tesco (as defined below) (ISIN: XS1082970853) (the July 2019 Notes) and Tesco PLC (Tesco and, together with TCTS, the Offerors) announced separate invitations to holders of its outstanding (a) £350,000,000 5.50 per cent. Notes due 2019 (ISIN: XS0159013068) (the December 2019 Notes), (b) £515,000,000 5 per cent. Notes due 2023 (ISIN: XS0248392812) (the 2023 Notes), (c) £200,000,000 6 per cent. Notes due 2029 (ISIN: XS0105244585) (the 2029 Notes), (d) £200,000,000 5.50 per cent. Notes due 2033 (ISIN: XS0159013142) (the 2033 Notes), (e) £300,000,000 4.875 per cent. Notes due 2042 (ISIN: XS0248395245) (the 2042 Notes) and (f) £500,000,000 5.20 per cent. Notes due 2057 (ISIN: XS0289810318) (the 2057 Notes and, together with the July 2019 Notes, the December 2019 Notes, the 2023 Notes, the 2029 Notes, the 2033 Notes and the 2042 Notes, the Notes and each a Series) to tender their Notes for purchase by TCTS or Tesco, as applicable, for cash (each such invitation an Offer and, together, the Offers).

TCTS and Tesco now announce the final results of the Offers.

The Offers were made on the terms and subject to the conditions contained in the tender offer memorandum dated 16 October 2017 (the Tender Offer Memorandum) prepared by the Offerors. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

Applicable Exchange Rate

The Offers expired at 5.00 p.m. (London time) on 24 October 2017 (the Expiration Deadline). As at the Expiration Deadline, the Applicable Exchange Rate was €1 = £0.89667.

2042 Notes and 2057 Notes Acceptance Amount

Tesco announces that it has decided to accept all valid tenders of 2042 Notes and 2057 Notes for purchase pursuant to the relevant Offers in full, with no pro rata scaling, and the 2042 Notes and 2057 Notes Acceptance Amount is therefore £128,171,000.

Capped Offers Aggregate Acceptance Amount and Capped Offer Series Acceptance Amounts

TCTS (in the case of the July 2019 Notes) and Tesco (in the case of each Series other than the July 2019 Notes) further announce that:

(a)           the aggregate nominal amount of July 2019 Notes, December 2019 Notes, 2023 Notes, 2029 Notes and 2033 Notes accepted for purchase pursuant to the relevant Offer, and any Scaling Factor that will apply as a consequence, will be as set out in the table below; and

(b)           they have set the Capped Offers Aggregate Acceptance Amount at £671,830,393.

The Offerors will therefore increase the aggregate nominal amount of Notes accepted for purchase pursuant to the Offers from £700,000,000 to £800,001,393.

Pricing and Settlement

Pricing for the Offers took place at or around 1.00 p.m. (London time) today (the Pricing Time). 

A summary of the final pricing for, and results of, the Offers appears below:

	Aggregate Nominal Amount Accepted for Purchase	Scaling Factor	Benchmark Security Rate	Purchase Spread	Purchase Yield	Purchase Price
2042 Notes	£71,171,000	Not Applicable	1.969 per cent.	245 bps	4.468 per cent.	105.951 per cent.
2057 Notes	£57,000,000	Not Applicable	1.809 per cent.	285 bps	4.659 per cent.	109.709 per cent.
July 2019 Notes	€318,771,000	46.746	Not Applicable	Not Applicable	-0.10 per cent.	102.464 per cent.
December 2019 Notes	£169,233,000	Not Applicable	0.459 per cent.	65 bps	1.112 per cent.	109.143 per cent.
2023 Notes	£150,925,000	Not Applicable	0.969 per cent.	140 bps	2.383 per cent.	113.094 per cent.
2029 Notes	£41,368,000	Not Applicable	1.456 per cent.	235 bps	3.842 per cent.	120.590 per cent.
2033 Notes	£24,472,000	Not Applicable	1.732 per cent.	235 bps	4.124 per cent.	115.304 per cent.

TCTS or Tesco, as applicable, will also pay an Accrued Interest Payment in respect of Notes accepted for purchase pursuant to the Offers.

The Settlement Date in respect of the Notes accepted for purchase pursuant to the Offers is expected to be 30 October 2017.  Following settlement of the Offers, €931,229,000 in aggregate nominal amount of the July 2019 Notes, £180,767,000 in aggregate nominal amount of the December 2019 Notes, £238,076,000 in aggregate nominal amount of the 2023 Notes, £158,632,000 in aggregate nominal amount of the 2029 Notes, £175,528,000 in aggregate nominal amount of the 2033 Notes, £102,050,000 in aggregate nominal amount of the 2042 Notes and £167,550,000 in aggregate nominal amount of the 2057 Notes will remain outstanding.

BNP Paribas (Telephone: [phone]; Attention: Liability Management Group; Email: [e-mail]), Commerzbank Aktiengesellschaft (Telephone: [phone]; Attention: Liability Management; Email: [e-mail]) and Lloyds Bank plc (Telephone: [phone]; Attention: Liability Management; Email: [e-mail]) are acting as Dealer Managers for the Offers.

Lucid Issuer Services Limited (Telephone: + 44 20 7704 0880; Attention: David Shilson; Email: [e-mail]) is acting as Information and Information and Tender Agent for the Offers.

This announcement is released by Tesco PLC and Tesco Corporate Treasury Services PLC 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 (MAR), encompassing information relating to the Offers described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Robert Welch, Group Company Secretary at Tesco PLC.

LEI Number: 2138002P5RNKC5W2JZ46

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 come(s) are required by each of the Offerors, the Dealer Managers and the Information and Tender Agent to inform themselves about, and to observe, any such restrictions. 

 

END

 

 

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