Telefonica SA TEF-Pricing of Hybrid Securities (0733B)
28 Enero 2020 - 1:00AM
UK Regulatory
TIDM0TDE
RNS Number : 0733B
Telefonica SA
27 January 2020
TELEFÓNICA, S.A., in compliance with the Securities Market
legislation, hereby communicates the following
RELEVANT INFORMATION
Further to the communication made today, 27 January 2020, it is
hereby announced that TELEFÓNICA EUROPE B.V. (the "Issuer"), the
Dutch subsidiary of Telefónica, S.A., has today priced and closed
the terms and conditions of an issuance of Undated Deeply
Subordinated Guaranteed Fixed Rate Reset Securities, with the
subordinated guarantee of Telefónica, S.A., for an aggregate
nominal amount of 500 million euros (EUR 500 Undated 7.25 Year
Non-Call Deeply Subordinated Guaranteed Fixed Rate Reset
Securities) (the "Securities").
The main terms and conditions of the Securities are as
follows:
The issue price of the Securities is fixed at 100% of their face
value. The Securities will pay an interest at a rate of 2.502% per
annum from (and including) the issue date up to (but excluding) 5
May 2027.
From (and including) 5 May 2027, the Securities will bear a
fixed rate of interest equal to the applicable 7 year Swap Rate
plus a margin of:
-- 2.663% per year as from 5 May 2027 up to (but excluding) 5 February 2030;
-- 2.913% per year as from 5 February 2030 up to (but excluding) 5 May 2047; and
-- 3.663% per year as from (and including) 5 May 2047.
The Securities will have a face value per unit of 100,000 euros
and will be perpetual, although they will be subject to a call
option exercisable by the Issuer on certain dates and at any time
upon the occurrence of certain circumstances as set out in the
terms and conditions of the Securities. The Issuer may defer
payment of the interest accrued on the Securities at its sole
discretion (the "Deferred Interest") without triggering an event of
default. The Deferred Interest will in turn accrue interest and
will be payable at the option of the Issuer at any time or on an
obligatory basis in certain circumstances as set out in the terms
and conditions of the Securities.
The Securities will be governed by English Law, and it is
envisaged that they will be listed and admitted to trading on the
regulated market of the Irish Stock Exchange plc, trading as
Euronext Dublin.
The issue is addressed exclusively at professional clients and
eligible counterparties.
The Securities will be subscribed for and paid up on the closing
date, which is envisaged to take place on or about 5 February 2020,
subject to entering into a subscription agreement with the Joint
Bookrunners and the rest of the agreements relating to the issue,
and subject to compliance with the conditions set out in the
subscription agreement.
The net proceeds of the issue of the Securities will be
allocated towards eligible green investments, mainly energy
efficiency in the network transformation from copper to fiber optic
in Spain and also self-generation of renewable energy.
Madrid, 27, January 2020.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any of the securities referred to herein and
shall not constitute an offer, solicitation nor sale in any
jurisdiction in which such offer, solicitation or sale is unlawful
- including but not limited to the United States, its territories
and possessions (the "United States"), Australia, Canada or
Japan.
The securities referred to herein have not been and will not be
registered under the United States Securities Act of 1933
("Securities Act"), as amended, or any state securities laws, and
may not be offered or sold in the United States absent registration
or pursuant to an exemption from the registration requirements of
the Securities Act and in accordance with applicable state
securities laws.
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
ISEBIGDBSUDDGGR
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January 28, 2020 02:00 ET (07:00 GMT)
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