Result of US Tender Offer

RNS Number : 0581N

Tesco PLC

27 January 2021

 

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 DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (EUWA).

TESCO PLC ANNOUNCES RESULTS OF CASH TENDER OFFER FOR ANY AND ALL OF ITS 6.15% SENIOR NOTES DUE 2037

January 27, 2021. Tesco PLC (the "Offeror") announces today the results of the cash tender offer that the Offeror commenced on January 19, 2021, for any and all of its 6.15% Senior Notes due 2037 (the "Securities") for purchase by the Offeror for cash (the "Offer"). The terms and conditions of the tender offer are described in a tender offer memorandum dated January 19, 2021 (the "TenderOffer Memorandum"). Capitalized terms not otherwise defined in this announcement have the same meaning as assigned to them in the Tender Offer Memorandum.

On January 26, 2021, the Offeror announced the Purchase Price in respect of the Securities.

The Expiration Deadline for the Offer was 5:00 p.m. (New York City time) on January 26, 2021. The aggregate principal amount of Securities validly tendered and not withdrawn by the Expiration Deadline was U.S.$170,286,000. No Securities were tendered pursuant to the Guaranteed Delivery Procedures.

The following table sets forth certain information relating to pricing of the Offer, as announced yesterday, January 26, 2021, as well as results of the Offer:

Title of Security	ISIN/CUSIP	Principal Amount Outstanding	U.S. Treasury Reference Security	Reference Yield	Fixed Spread	Purchase Price	Aggregate Principal Amount Accepted for Purchase
6.15% Senior Notes due 2037	Rule 144A: US881575AC87 / 881575AC8 Regulation S: USG87621AL52 / G87621AL5	U.S.$525,000,000	1.375% due August, 2050	1.808%	160 bps	U.S.$1,348.42 per U.S.$1,000 principal amount	U.S.$170,286,000

In addition to the payment of the Purchase Price, each Holder whose Securities are accepted for purchase will also be paid Accrued Interest equal to interest accrued and unpaid on the Securities from (and including) the immediately preceding interest payment date for the Securities to (but excluding) the Settlement Date.

The Settlement Date is expected to occur on January 28, 2021. Securities purchased pursuant to the Offer will be cancelled.

 

FURTHER INFORMATION

Requests for information in relation to the Offer should be directed to:

DEALER MANAGERS
BNP Paribas 16, boulevard des Italiens 75009 Paris France Attention: Liability Management Group In the United States: Toll Free: + 1 888 210 4358 Collect: + 1 212 841 3059 In Europe: Telephone: [phone] E-mail: [e-mail]	Citigroup Global Markets Limited Citigroup Centre Canada Square Canary Wharf London E14 5LB United Kingdom Attention: Liability Management Group In the United States: Toll Free: [phone] Collect: [phone] In Europe: Telephone: [phone] E-mail: [e-mail]
MUFG Securities EMEA plc Ropemaker Place 25 Ropemaker Street London  EC2Y 9AJ United Kingdom Attention: Liability Management Group In the United States: Toll Free: [phone] In Europe: Telephone: [phone] E-mail: [e-mail]	RBC Capital Markets, LLC Brookfield Place 200 Vesey St, 8th Floor New York, New York 10281 Attention: Liability Management Group In the United States: Toll Free: [phone] Collect: [phone] In Europe: Telephone: [phone] Email: [e-mail]

TENDER & INFORMATION AGENT

Lucid Issuer Services Limited

Tankerton Works

12 Argyle Walk

London  WC1H 8AH

United Kingdom

E-mail: [e-mail]
 

Telephone: [phone] Attention: Arlind Bytyqi Website: www.lucid-is.com/tesco

NOTICE AND DISCLAIMER

Subject to applicable law, the Offeror or any of its affiliates may at any time and from time to time following completion or cancellation of the Offer purchase remaining outstanding Securities issued by it by tender, in the open market, by private agreement or otherwise on such terms and at such prices as the Offeror or, if applicable, its affiliates may determine. Such terms, consideration and prices may be more or less favorable than those offered pursuant to the Offer.

This announcement is released by Tesco 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 as it forms part of domestic law by virtue of the EUWA (UK MAR), encompassing information relating to the Offer described above. For the purposes of UK MAR and the Implementing Technical Standards referred to therein, this announcement is made by Robert Welch, Group Company Secretary at Tesco PLC.

LEI Number: 2138002P5RNKC5W2JZ46

 

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