TIDM40CT
RNS Number : 2121J
Transport For London
09 December 2022
NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
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(INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN
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THE UNITED STATES AND THE DISTRICT OF COLUMBIA) OR TO ANY U.S.
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This announcement is released by Transport for London and
contains information that qualified as inside information for the
purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014
("MAR") as it forms part of domestic law of the United Kingdom by
virtue of the European Union (Withdrawal) Act 2018, encompassing
information relating to the Offers described above. For the
purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055 as it forms part of domestic law of the United
Kingdom by virtue of the European Union (Withdrawal) Act 2018, this
announcement is made by Joanna Hawkes, Director of Corporate
Finance, on behalf of Transport for London.
9 December 2022
Transport for London (the "Issuer") announces today the
indicative results of its separate invitations to the holders of
the outstanding notes detailed below (each a "Series" and together
the "Notes") to tender such Notes for purchase by the Issuer for
cash subject to the satisfaction or waiver of the Financing
Condition (each such invitation an "Offer" and, together, the
"Offers").
The Offers were announced on 1 December 2022 and were made on
the terms and subject to the conditions set out in the Tender Offer
Memorandum dated 1 December 2022 (the "Tender Offer Memorandum").
Capitalised terms used and not otherwise defined in this
announcement have the meanings given to them in the Tender Offer
Memorandum.
The Expiration Deadline for the Offers was 16:00 (London time)
on 8 December 2022.
In the event that the Issuer decides to accept valid tenders of
2025 Notes, 2027-2031 Notes, 2033 Notes, July 2042 Notes, 2045
Notes and 2064 Notes for purchase pursuant to the relevant Offers
and the Financing Condition is satisfied (or waived) on or prior to
the Settlement Date, it expects that each Series Acceptance Amount
will be as follows:
Aggregate Principal Amount of Expected Series Acceptance
Description of Notes ISIN / Common Code Notes tendered: Amounts
----------------------------- ----------------------- ------------------------------ ------------------------------
GBP400,000,000 2.125 per XS1222743061/122274306 GBP166,045,000 GBP166,045,000
cent. Notes due April 2025
(the "2025 Notes")
GBP200,000,000 4.500 per XS0248643750/024864375 GBP112,599,000 GBP112,599,000
cent. Notes due 2027-2031
(the "2027-2031 Notes")
GBP300,000,000 4.000 per XS0969795920/096979592 GBP121,134,000 GBP121,134,000
cent. Notes due September
2033 (the "2033 Notes")
GBP500,000,000 3.875 per XS0806476544/080647654 GBP73,771,000 GBP73,771,000
cent. Notes due July 2042
(the "July 2042 Notes")
GBP100,000,000 4.500 per XS0279542608/027954260 GBP0 GBP0
cent. Notes due December
2042 (the "December 2042
Notes")
GBP400,000,000 3.625 per XS0928618569/092861856 GBP63,157,000 GBP63,157,000
cent. Notes due May 2045
(the "2045 Notes")
GBP500,000,000 4.000 per XS1045127393/104512739 GBP178,778,000 GBP178,778,000
cent. Notes due April 2064
(consisting of a first
tranche of GBP370,000,000
4.000 per cent. Notes due
April 2064 issued on 7 April
2014 and a second tranche of
GBP130,000,000
4.000 per cent. Notes due
April 2064 issued on 16 May
2014) (the "2064 Notes")
Noteholders should note that this announcement is a non-binding
indication of the level at which the Issuer expects to set each
Series Acceptance Amount.
Pricing for the Offers will take place at or around 12:30
(London time) (the "Pricing Time ") today.
The Issuer will announce the final results of the Offers,
including each Series Acceptance Amount, the final aggregate
principal amount of Notes accepted pursuant to the Offers and the
details of the Repurchase Yield, the Benchmark Reference Security
Yield and the Purchase Price for each Series, as soon as reasonably
practicable after the Pricing Time.
Further Information
Any questions or requests for assistance in connection with the
Offers may be directed to the Dealer Managers or the Information
and Tender Agent at the following telephone number or e-mail
address:
HSBC Bank plc (Telephone: +44 20 7992 6237; Email:
LM_EMEA@hsbc.com; Attention: Liability Management, DCM)
NatWest Markets Plc (Telephone: +44 20 7678 5222; Email:
liabilitymanagement@natwestmarkets.com; Attention: Liability
Management)
Morrow Sodali Limited ( Telephone: +44 20 4513 6933; Email:
tfl@investor.morrowsodali.com; Tender Offer Website:
https://projects.morrowsodali.com/tfl)
DISCLAIMER
Noteholders must read this announcement in conjunction with the
Tender Offer Memorandum. This announcement and the Tender Offer
Memorandum contain important information which should be read
carefully before any decision is made with respect to the Offers.
If any Noteholder is in any doubt as to the contents of this
announcement and/or the Tender Offer Memorandum or the action it
should take, it is recommended to seek its own financial and legal
advice, including in respect of any tax consequences, immediately
from its broker, bank manager, solicitor, accountant or other
independent financial, tax or legal adviser. Any individual or
company whose Notes are held on its behalf by a broker, dealer,
bank, custodian, trust company or other nominee or intermediary
must contact such entity if it wishes to tender such Notes pursuant
to the Offers.
The Dealer Managers are acting exclusively for the Issuer and no
one else in connection with the arrangements described in this
announcement and the Tender Offer Memorandum and none of the Dealer
Managers, the Information and Tender Agent, or any director,
officer, employee, agent or affiliate of any such person, will be
responsible to any Noteholder for providing any protections which
would be afforded to its clients or for providing advice in
relation to the Offers, and accordingly none of the Dealer
Managers, the Information and Tender Agent or any of their
respective directors, officers, employees or affiliates make any
representation or recommendation whatsoever regarding the Offers or
any recommendation as to whether Noteholders should tender Notes in
the Offers or otherwise participate in the Offers.
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END
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