Telefonica Europe B.V. Tender Offer Final Results (8831B)
February 04 2020 - 3:00AM
UK Regulatory
TIDM82HR
RNS Number : 8831B
Telefonica Europe B.V.
04 February 2020
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 AND THE DISTRICT OF COLUMBIA) (the "United
States") OR TO ANY U.S. PERSON (AS DEFINED IN THE TENDER OFFER
MEMORANDUM) OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
DISTRIBUTE THIS ANNOUNCEMENT.
4 February 2020
TELEFÓNICA EUROPE B.V. ANNOUNCES FINAL RESULTS OF THE TENDER
OFFERS
On 27 January 2020, Telefónica Europe B.V. (the "Issuer")
launched separate invitations to holders of its outstanding (i) GBP
600,000,000 Undated 7 Year Non-Call Deeply Subordinated Guaranteed
Fixed Rate Reset Securities (ISIN: XS0997326441) and (ii) EUR
625,000,000 Undated 8 Year Non-Call Deeply Subordinated Guaranteed
Fixed Rate Reset Securities (ISIN: XS0972588643) (each a "Series"
and together the "Notes") irrevocably guaranteed by Telefónica,
S.A. (the "Guarantor"), to tender such Notes for purchase by the
Issuer for cash (each such invitation an "Offer" and together the
"Offers"). The Offers were made on the terms and subject to the
conditions contained in the tender offer memorandum dated 27
January 2020 (the "Tender Offer Memorandum") and are subject to the
offer restrictions more fully described in the Tender Offer
Memorandum. Capitalised terms used and not otherwise defined in
this announcement have the meanings given in the Tender Offer
Memorandum.
The Issuer today announces that it will (subject to satisfaction
or waiver of the New Financing Condition) accept all validly
tendered Notes pursuant to the Offers for purchase in cash in an
aggregate principal amount of GBP 128,200,000 of the GBP Notes and
EUR 232,000,000 of the EUR Notes.
The final results of the Offers are as follows:
Aggregate Principal
Amount of Notes of
Aggregate Principal each Series accepted
Description of Notes First Reset Date Amount Outstanding Purchase Price for purchase
----------------------- ------------------ ----------------------- ------------------------ ----------------------
GBP 600,000,000 26/11/2020 GBP 171,500,000 GBP 104,571 per GBP 128,200,000
Undated 7 Year (28.58% of the GBP 100,000
Non-Call Deeply original nominal)
Subordinated
Guaranteed Fixed Rate
Reset Securities
(the "GBP Notes")
Current Coupon: 6.75%
EUR 625,000,000
Undated 8 Year
Non-Call Deeply
Subordinated
Guaranteed Fixed Rate
Reset Securities
(the "EUR Notes") EUR 292,700,000
Current Coupon: (46.83% of the EUR 112,313 per EUR
7.625% 18/9/2021 original nominal) 100,000 EUR 232,000,000
The Offers remain subject to the conditions and restrictions set
out in the Tender Offer Memorandum.
Whether the Issuer will purchase any Notes validly tendered in
the Offers is subject, without limitation, to the satisfaction of
the New Financing Condition. Subject to the satisfaction (or
waiver) of the New Financing Condition, the expected Settlement
Date is 6 February 2020.
Following the settlement of the Offers and subsequent
cancellation of the repurchased Notes, more than 80 per cent. of
the original aggregate principal amount of each of the EUR Notes
and the GBP Notes will have been purchased and cancelled by the
Issuer. Pursuant to the terms and conditions of each of the EUR
Notes and the GBP Notes, the Issuer will therefore have the option
to redeem (after providing the required notice) all of the
remaining outstanding EUR Notes and/or GBP Notes (each Series in
whole but not in part) at their principal amount plus any interest
accrued to, but excluding, the relevant day on which the EUR Notes
and/or the GBP Notes become due for early redemption in accordance
with the Conditions and any Arrears of Interest (as defined in the
Conditions).
The Issuer intends to exercise this option following the
settlement of the Tender Offer.
All Notes repurchased pursuant to the Offers will be
cancelled.
Full details concerning the Offers are set out in the Tender
Offer Memorandum.
Banco Bilbao Vizcaya Argentaria, S.A. (Telephone: +44 20 7648
7516; Email: liabilitymanagement@bbva.com; Attention: Liability
Management), BNP Paribas (Telephone: +44 20 7595 8668; Email:
liability.management@bnpparibas.com; Attention: Liability
Management Group) and NatWest Markets N.V. (Telephone: +44 20 7085
6124; Email: liabilitymanagement@natwestmarkets.com; Attention:
Liability Management) are acting as Dealer Managers and Lucid
Issuer Services Limited (Telephone: +44 20 7704 0880; Email:
telefonica@lucid-is.com; Attention: Thomas Choquet) is acting as
Tender Agent.
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 ("MAR").
FOR THE PURPOSES OF MAR AND ARTICLE 2 OF COMMISSION IMPLEMENTING
REGULATION (EU) 2016/1055, THIS ANNOUNCEMENT IS MADE BY CARLOS
DAVID MAROTO SOBRADO AND MARIA CHRISTINA VAN DER SLUIJS - PLANTZ,
DIRECTORS OF TELEFÓNICA EUROPE B.V.
DISCLAIMER This announcement must be read in conjunction with
the Tender Offer Memorandum. No offer or invitation to acquire or
sell any securities is being made pursuant to this announcement.
The Dealer Managers do not take responsibility for the contents of
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 into are required by each of the
Issuer, 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
TENSSESALESSELE
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