Vodafone Group Plc Conversion Price of Mandatory Convertible Bonds (3767S)
08 Marzo 2019 - 12:18PM
UK Regulatory
TIDMVOD
RNS Number : 3767S
Vodafone Group Plc
08 March 2019
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE
UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S.
PERSONS, OR IN OR INTO CANADA, JAPAN, AUSTRALIA OR ANY OTHER
JURISDICTION IN WHICH OFFERS OR SALES OF THE SECURITIES WOULD BE
PROHIBITED BY APPLICABLE LAW
8 March 2019
Vodafone Group Plc announces the determination of the initial
conversion price of the
GBP1.72 billion 1.20 per cent. Subordinated Mandatory
Convertible Bonds due 2021
(ISIN: XS1960588850)
and
GBP1.72 billion 1.50 per cent. Subordinated Mandatory
Convertible Bonds due 2022
(ISIN: XS1960589668)
(together, the "Bonds")
As announced on 5 March 2019, Vodafone Group Plc ("Vodafone")
has placed the Bonds.
Vodafone hereby announces that the initial Conversion Price in
respect of the Bonds has been determined as GBP1.3505, representing
an initial Conversion Ratio of 74,046.64939 shares per GBP100,000
principal amount of the Bonds.
CONTACTS
Investor relations: Telephone +44 (0) 7919 990 230
Media: www.vodafone.com/media/contact
IMPORTANT INFORMATION
The information contained in this announcement does not purport
to be full or complete. No reliance may be placed for any purpose
on the information contained in this announcement or its accuracy
or completeness. The information in this announcement is subject to
change.
This announcement is not for publication or distribution,
directly or indirectly, in or into the United States or to any U.S.
person (as defined in Regulation S under the US Securities Act (as
defined below)). The distribution of this announcement may be
restricted by law in certain jurisdictions, and persons into whose
possession any document or other information referred to herein
comes should inform themselves about and observe any such
restriction. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such
jurisdiction.
This announcement does not constitute or form part of an offer
to sell securities, or the solicitation of any offer to buy or
subscribe for any securities, to or from any person in the United
States, Australia, Canada, Japan (or to, or for the account or
benefit of, any such person or any U.S. person) or in any other
jurisdiction in which, or to or from any other person to or from
whom, such offer or solicitation is unlawful.
The securities referred to in this announcement have not been
and will not be registered under the US Securities Act of 1933, as
amended (the "US Securities Act"), and may not be offered or sold
in the United States or to, or for the account or benefit of, U.S.
persons, absent registration or exemption from registration under
the US Securities Act. Subject to certain exceptions, the
securities referred to herein may not be offered or sold in
Australia, Canada, Japan or to, or for the account or benefit of,
any national, resident or citizen of Australia, Canada or Japan.
There will be no public offer of the securities in the United
States, Australia, Canada, Japan or any other jurisdiction.
In the United Kingdom, this communication is directed only at
qualified investors (i) who have professional experience in matters
relating to investments falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Order") or (ii) who are persons falling
within Article 49(2)(a) to (e) of the Order (all such persons
together being referred to as "relevant persons"). This
communication must not be acted on or relied on by persons who are
not relevant persons. Any investment or investment activity to
which this communication relates is available only to relevant
persons and will be engaged in only with relevant persons.
MiFID II Product Governance / Professional investors and ECPs
only target market: Solely for the purposes of the product
governance requirements contained within: (a) EU Directive
2014/65/EU on Markets in Financial Instruments, as amended ("MiFID
II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU)
2017/593 supplementing MiFID II; and (c) local implementing
measures (together, the "MiFID II Product Governance
Requirements"), and disclaiming all and any liability, whether
arising in tort, contract or otherwise, which any "Manufacturer"
(for the purposes of the MiFID II Product Governance Requirements)
may otherwise have with respect thereto, the Bonds have been
subject to a product approval process, which has determined that:
(i) the target market for the Bonds is eligible counterparties and
professional clients only, each as defined in MiFID II; and (ii)
all channels for distribution of the Bonds to eligible
counterparties and professional clients are appropriate. Any person
subsequently offering, selling or recommending the Bonds (a
"distributor") should take into consideration each Manufacturer's
target market assessment; however, a distributor subject to MiFID
II is responsible for undertaking its own target market assessment
in respect of the Bonds (by either adopting or refining each
Manufacturer's target market assessment) and determining
appropriate distribution channels. The target market assessment is
without prejudice to the requirements of any contractual or legal
selling restrictions in relation to the Bonds.
For the avoidance of doubt, the target market assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of MiFID II; or (b) a recommendation to any
investor or group of investors to invest in, or purchase, or take
any other action whatsoever with respect to the Bonds.
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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