TIDM17EW TIDMTSCO
RNS Number : 7344X
Tesco Corporate Treasury Services
01 May 2019
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 indicative
results of its Tender Offer for its EUR500,000,000 2.125 per cent.
Notes due 2020 and guaranteed by Tesco PLC
and
Tesco PLC announces indicative results of its Tender Offers for
its GBP350,000,000 5.50 per cent. Notes due 2019, GBP900,000,000
6.125 per cent. Notes due 2022, GBP515,000,000 5 per cent. Notes
due 2023, GBP200,000,000 6 per cent. Notes due 2029, GBP200,000,000
5.50 per cent. Notes due 2033, GBP300,000,000 4.875 per cent. Notes
due 2042 and GBP500,000,000 5.20 per cent. Notes due 2057
1 May 2019.
On 23 April 2019, Tesco Corporate Treasury Services PLC (TCTS)
announced an invitation to holders of its outstanding
EUR500,000,000 2.125 per cent. Notes due 2020 and guaranteed by
Tesco (as defined below) (ISIN: XS0992638220) (the 2020 Notes) and
Tesco PLC (Tesco and, together with TCTS, the Offerors) announced
separate invitations to holders of its outstanding (a)
GBP350,000,000 5.50 per cent. Notes due 2019 (ISIN: XS0159013068)
(the 2019 Notes), (b) GBP900,000,000 6.125 per cent. Notes due 2022
(ISIN: XS0414345974) (the 2022 Notes), (c) GBP515,000,000 5 per
cent. Notes due 2023 (ISIN: XS0248392812) (the 2023 Notes), (d)
GBP200,000,000 6 per cent. Notes due 2029 (ISIN: XS0105244585) (the
2029 Notes), (e) GBP200,000,000 5.50 per cent. Notes due 2033
(ISIN: XS0159013142) (the 2033 Notes), (f) GBP300,000,000 4.875 per
cent. Notes due 2042 (ISIN: XS0248395245) (the 2042 Notes) and (g)
GBP500,000,000 5.20 per cent. Notes due 2057 (ISIN: XS0289810318)
(the 2057 Notes and, together with the 2019 Notes, the 2020 Notes,
the 2022 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).
The Offers expired at 5.00 p.m. (London time) on 30 April 2019
(the Expiration Deadline) and TCTS and Tesco now announce the
indicative results of the Offers.
The Offers were made on the terms and subject to the conditions
contained in the tender offer memorandum dated 23 April 2019 (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.
Indicative Series Acceptance Amounts and Scaling Factors
TCTS (in the case of the 2020 Notes) and Tesco (in the case of
each Series other than the 2020 Notes) announce that, in the event
that TCTS and/or Tesco decides to accept valid tenders of 2019
Notes, 2020 Notes, 2022 Notes, 2023 Notes, 2029 Notes, 2033 Notes,
2042 Notes and/or 2057 Notes pursuant to the relevant Offer(s) and
the New Financing Condition is satisfied (or waived) on or prior to
the Settlement Date, they expect that each Series Acceptance
Amount, and any Scaling Factor that will apply as a consequence,
will be set as follows:
Indicative Series Acceptance Indicative Scaling
Series Amount Factor
----------- ----------------------------- -------------------
2019 Notes GBP0 0.0 per cent.
2020 Notes EUR0 0.0 per cent.
2022 Notes GBP113,561,000 50.0 per cent.
2023 Notes GBP78,090,000 Not Applicable
2029 Notes GBP49,808,000 Not Applicable
2033 Notes GBP41,234,000 Not Applicable
2042 Notes GBP11,299,000 Not Applicable
2057 Notes GBP42,650,000 Not Applicable
Noteholders should note that this is a non-binding indication of
the levels at which TCTS and/or Tesco, as applicable, expect to set
each Series Acceptance Amount and any Scaling Factor that would be
applied as a consequence.
Pricing and Settlement
Pricing for the Offers will take place at or around 1.00 p.m.
(London time) today (the Pricing Time). As soon as reasonably
practicable after the Pricing Time, TCTS and Tesco will announce
whether either or both of the Offerors will accept, subject to the
satisfaction (or waiver) of the New Financing Condition on or prior
to the Settlement Date, valid tenders of Notes pursuant to all or
any of the applicable Offers and, if so accepted, each Series
Acceptance Amount, each Purchase Yield, each Benchmark Security
Rate, each Purchase Price, the Applicable Euro/Sterling Exchange
Rate and any Scaling Factors that will be applied to Notes of any
Series.
Subject to the satisfaction (or waiver) of the New Financing
Condition, the Settlement Date in respect of any Notes accepted for
purchase pursuant to the Offers is expected to be 2 May 2019.
HSBC Bank plc (Telephone: +44 20 7992 6237; Attention: Liability
Management Group; Email: LM_EMEA@hsbc.com); J.P. Morgan Securities
plc (Telephone: +44 20 7134 2468; Attention: Liability Management;
Email: emea_lm@jpmorgan.com); NatWest Markets plc (Telephone: +44
20 7678 5222; Attention: Liability Management; Email:
liabilitymanagement@natwestmarkets.com); and RBC Europe Limited
(Telephone: +44 20 7029 7063; Attention: Liability Management
Group; Email: liability.management@rbccm.com) are acting as Dealer
Managers in respect of the Offers made to Relevant Noteholders.
Lucid Issuer Services Limited (Telephone: + 44 20 7704 0880;
Attention: Arlind Bytyqi; Email: tesco@lucid-is.com) is acting as
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: 21380018AJDKNF3A6712
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.
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
TENCKDDBCBKKNPK
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May 01, 2019 05:40 ET (09:40 GMT)
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