Announcement of Indicative Final Acceptance Amount (4825E)
April 07 2011 - 3:13AM
UK Regulatory
TIDMZZZZ TIDM86CK
RNS Number : 4825E
Adecco SA
07 April 2011
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON
OR IN OR INTO 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 OR TO ANY PERSON
LOCATED OR RESIDENT IN THE REPUBLIC OF ITALY OR ANY OTHER
JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
ANNOUNCEMENT
Adecco Group announces indicative final acceptance amount for
its exchange and tender offers for its existing debt securities
Zurich, Switzerland, 7 April 2011: Adecco Group announces today
the indicative final acceptance amount of the tender and exchange
offers for the EUR500 million 4.5% notes due 2013 and the EUR500
million 7.625% notes due 2014 issued by Adecco International
Financial Services B.V., which (subject as described below) will be
EUR292,450,000.
Further to its previous announcements dated 31 March 2011 and 6
April 2011 relating to the invitations by Adecco International
Financial Services B.V. (the Issuer) to holders of its outstanding
EUR500,000,000 4.50 per cent. Guaranteed Notes due 2013 (ISIN:
XS0250709333; the 2013 Notes) and its outstanding EUR500,000,000
7.625 per cent. Notes due 2014 (ISIN: XS0425722922; the 2014 Notes
and, together with the 2013 Notes, the Existing Notes and each a
Series) to:
(a) offer to exchange their Existing Notes for Euro-denominated
Fixed Rate Notes due 2018 (the New Notes) to be issued by the
Issuer under the EUR2,000,000,000 Euro Medium Term Note Programme
and unconditionally and irrevocably guaranteed by Adecco S.A. (the
Guarantor) (such invitations together the Exchange Offers); or
(b) tender their Existing Notes for purchase by the Issuer for
cash (such invitations together the Tender Offers and, together
with the Exchange Offers, the Offers),
Adecco Group now announces a non-binding indication of the level
at which it expects to set the Final Acceptance Amount.
The Offers were made on the terms and subject to the conditions
set out in the Offer Memorandum dated 31 March 2011 (the Offer
Memorandum). Capitalised terms used in this announcement but not
defined have the meanings given to them in the Offer
Memorandum.
Announcement of Expected Acceptance of Existing Notes
As at the Expiration Deadline of 5.00 p.m. (CET) on 6 April
2011, the Issuer had received, pursuant to the Offers (a) valid
offers of approximately EUR84,132,000 in aggregate nominal amount
of the 2013 Notes for exchange, (b) valid tenders of approximately
EUR80,344,000 in aggregate nominal amount of the 2013 Notes for
purchase, (c) valid offers of approximately EUR71,109,000 in
aggregate nominal amount of the 2014 Notes for exchange and (d)
valid tenders of approximately EUR56,865,000 in aggregate nominal
amount of the 2014 Notes for purchase.
In the event that the New Issue Condition and (in respect of the
Exchange Offers) the Minimum New Issue Size are satisfied, the
Issuer expects to accept all offers of Existing Notes for exchange
and all tenders of Existing Notes for purchase in full pursuant to
the Offers (and therefore expects to set the Final Acceptance
Amount at EUR292,450,000).
Pricing is now intended to take place at a time, determined by
the Issuer in its sole discretion, between 1.00 p.m. (CET) and 5.00
p.m. (CET) today, 7 April 2011 (the Pricing Time). As soon as
reasonably practicable after the Pricing Time, the Issuer will
announce whether the New Issue Condition and (in respect of the
Exchange Offers) the Minimum New Issue Size have been satisfied
and, if satisfied, whether the Issuer will accept valid offers of
Existing Notes for exchange and tenders of Existing Notes for
purchase pursuant to the Offers and, if so accepted, (i) the Final
Acceptance Amount and the final aggregate nominal amount of each
Series accepted for exchange or purchase, as applicable, (ii)
details of any scaling, (iii) the final aggregate nominal amount of
New Notes to be issued, (iv) the Minimum Exchange Offer Amount for
each Series accepted for exchange, (v) the New Issue Spread and
(vi) the Exchange Prices, Tender Prices, New Issue Price and New
Issue Coupon.
The aggregate nominal amount of New Notes to be issued is
expected to be EUR500,000,000.
Societe Generale and The Royal Bank of Scotland plc are acting
as Joint Dealer Managers and Lucid Issuer Services Limited is
acting as Exchange and Tender Agent.
Joint Dealer Managers
Societe Generale The Royal Bank of Scotland plc
17, Cours Valmy 135 Bishopsgate
92987 Paris La Defense London EC2M 3UR
France United Kingdom
Telephone: +33 (0)1 42 13 87 36 Telephone: +44 20 7085 3781 /
Attention: Cyril Chatelain 8056
Email: liability.management@sgcib.com Attention: Gianmarco Deiana /
Andrew Burton
Email: liabilitymanagement@rbs.com
Exchange and Tender Agent
Lucid Issuer Services Limited
Leroy House
436 Essex Road
London N1 3QP
Telephone: +44 20 7704 0880
Fax: +44 20 7067 9098
Attention: Thomas Choquet/Sunjeeve Patel
Email: adecco@lucid-is.com
DISCLAIMERThis announcement must be read in conjunction with the
Offer Memorandum. No offer or invitation to acquire or sell any
securities is being made pursuant to this announcement. The
distribution of this announcement and the Offer Memorandum in
certain jurisdictions may be restricted by law. Persons into whose
possession this announcement or the Offer Memorandum comes are
required by each of the Issuer, the Guarantor, the Joint Dealer
Managers and the Exchange and Tender Agent to inform themselves
about, and to observe, any such restrictions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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