Vodafone Group Plc Final Results of Tender Offers

Fecha : 30/05/2019 @ 05:22
Fuente : UK Regulatory (RNS & others)
Emisora : Vodafone Group Plc (VOD)
Cotización : 144.38  0.12 (0.08%) @ 10:35
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Vodafone Group Plc Final Results of Tender Offers

Vodafone (LSE:VOD)
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RNS Number : 6236A

Vodafone Group Plc

30 May 2019

Vodafone Group Plc announces final results of Tender Offers

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

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

30 May 2019. Vodafone Group Plc (the Company) announces today the final results of its invitations to holders of (a) its outstanding EUR1,750,000,000 1.000 per cent. Notes due 11 September 2020 (ISIN: XS1109802303) (the September 2020 Notes), (b) its outstanding EUR750,000,000 0.875 per cent. Notes due 17 November 2020 (ISIN: XS1323028479) (the November 2020 Notes) and (c) its outstanding EUR1,250,000,000 1.250 per cent. Notes due 25 August 2021 (ISIN: XS1372838240) (the 2021 Notes and together with the September 2020 Notes and the November 2020 Notes, the Notes) to tender their Notes for purchase by the Company for cash up to an aggregate maximum Purchase Price (excluding Accrued Interest) of EUR1,500,000,000 (the Maximum Aggregate Purchase Price) subject to the satisfaction of the New Financing Condition (each an Offer, and together, the Offers).

The Offers were announced on 21 May 2019 and were made on the terms and subject to the conditions (including the New Financing Condition) contained in the tender offer memorandum dated 21 May 2019 (the Tender Offer Memorandum) prepared by the Company for the Offers. Capitalised terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.

The Expiration Deadline for the Offers was 4.00 p.m. (London time) on 29 May 2019.

The Company announces that the New Financing Condition has been satisfied and it has determined that the Maximum Aggregate Purchase Price will be EUR1,499,998,415.98.

The Company announces it will accept validly tendered Notes pursuant to the Offers in the amounts as set out in the table below.

 
Description of the    Common code /     Aggregate     Purchase Price      Series         Pro-ration       Aggregate 
       Notes               ISIN       nominal amount  (per EUR1,000     Acceptance         Factor       nominal amount 
                                         validly        in nominal        Amount          (if any)       outstanding 
                                       tendered for      amount)                                          after the 
                                         purchase                                                         Settlement 
                                                                                                            Date* 
                     ---------------  --------------  --------------  ---------------  ---------------  -------------- 
  EUR1,750,000,000 
   1.000 per cent. 
     Notes due 11      110980230 / 
    September 2020     XS1109802303   EUR706,340,000   EUR1,012.92    EUR706,340,000         n/a        EUR955,760,000 
                     ---------------  --------------  --------------  ---------------  ---------------  -------------- 
   EUR750,000,000 
   0.875 per cent. 
     Notes due 17      132302847 / 
    November 2020      XS1323028479   EUR266,325,000   EUR1,015.80    EUR266,325,000         n/a        EUR431,262,000 
  EUR1,250,000,000 
   1.250 per cent. 
      Notes due        137283824 / 
    25 August 2021     XS1372838240   EUR513,005,000   EUR1,031.38    EUR498,361,000      95.7745%      EUR751,639,000 
 

* Following the cancellation of (i) Notes purchased pursuant to the Offers; and (ii) Notes separately held by the subsidiaries of the Company. On or around the Settlement Date, the Company intends to procure the cancellation of EUR87,900,000 of the September 2020 Notes and EUR52,413,000 of the November 2020 Notes currently held by its subsidiaries (thereby cancelling all Notes for the time being held by the Company or its subsidiaries).

The expected Settlement Date for the Offers is 31 May 2019.

ING Bank N.V. (Telephone: +44 20 7767 6784 / +31 20 5632132; Attention: Liability Management Team; Email: liability.management@ing.com);

Merrill Lynch International (Telephone: +44 20 7996 5420; Email: DG.LM_EMEA@baml.com; Attention: Liability Management Group);

NatWest Markets Plc (Telephone: +44 20 7678 5282; Email: liabilitymanagement@natwestmarkets.com; Attention: Liability Management); and

Société Générale (Telephone: +44 20 7676 7951; Email: liability.management@sgcib.com; Attention: Liability Management - DCM) are acting as Dealer Managers for the Offers.

Lucid Issuer Services Limited (Telephone: +44 20 7704 0880; Email: vodafone@lucid-is.com; Attention: Paul Kamminga) is acting as Tender Agent for the Offers.

This announcement is made by the 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 (MAR), encompassing information relating to the Notes described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Rosemary Martin, Group General Counsel and Company Secretary of Vodafone.

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

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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May 30, 2019 06:22 ET (10:22 GMT)

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