NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON
LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, 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 OF AMERICA OR THE DISTRICT
OF COLUMBIA (the United States) OR TO ANY U.S. PERSON (AS DEFINED IN
REGULATION S OF THE UNITED STATES SECURITIES ACT OF 1933, AS
AMENDED) OR OTHER PERSON LOCATED OR RESIDENT IN ANY OTHER
JURISDICTION WHERE OR TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR
DISTRIBUTE THIS ANNOUNCEMENT.
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 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018 (EUWA).
6 March
2025
Places for People Treasury
plc
announces final results of its cash
tender offer
Further to its announcements on 25 February
2025 and earlier today, Places for People Treasury plc (the
Company) announces
the final results and pricing of its invitation to holders of its
outstanding £400,000,000 2.875 per cent. Guaranteed Notes due 2026
(ISIN: XS1475716822) (the Notes and all holders of such Notes,
the Noteholders) to tender
their Notes for purchase by the Company for cash (the Offer).
The Offer was announced on 25 February 2025 and
was made on the terms and subject to the conditions contained in
the tender offer memorandum dated 25 February 2025 (the
Tender Offer Memorandum)
prepared by the Company in connection with the Offer. Capitalised
terms used but not otherwise defined in this announcement shall
have the meanings given to them in the Tender Offer
Memorandum.
The Expiration Deadline for the Offer was 4.00
p.m. (London time) on 5 March 2025.
New
Financing Condition
The Company confirms that the issue of the New
Notes settled on 5 March 2025, and therefore, the New Financing
Condition has been satisfied.
Final Results and
Pricing
As at the Expiration Deadline, £144,436,000 in
aggregate nominal amount of the Notes had been validly tendered for
purchase pursuant to the Offer.
The Company has decided to set the Final
Acceptance Amount at £144,436,000. On the basis of such Final
Acceptance Amount, the Company has decided to accept for purchase
all of the Notes validly tendered pursuant to the Offer in full,
with no pro rata
scaling.
Pricing for the Offer took place at or around
11.00 a.m. (London time) today. A summary of the final results of,
and pricing for, the Offer appears below:
|
ISIN / Common
Code
|
Final Acceptance
Amount
|
Scaling
Factor
|
Benchmark Security
Rate
|
Purchase Yield
(semi-annual)
|
Purchase Yield
(annual)
|
Purchase
Price1
|
|
XS1475716822 /
147571682
|
£144,436,000
|
N/A
|
4.049 per
cent.
|
4.499 per
cent.
|
4.550 per
cent.
|
97.702
per cent.
|
|
1 Expressed as a percentage of the nominal amount of the Notes.
Excludes accrued and unpaid interest which will also be paid (as
further described in the Tender Offer Memorandum).
|
Settlement
The Settlement Date in respect of those Notes
accepted for purchase pursuant to the Offer is expected to be 10
March 2025. The Company will also pay an Accrued Interest Payment
in respect of the Notes validly tendered and accepted for purchase
by it pursuant to the Offer.
Following settlement of the Offer and
cancellation of the Notes accepted for purchase pursuant to the
Offer, £105,564,000 in aggregate nominal amount of the Notes will
remain outstanding.
Barclays Bank
PLC (Telephone: +44 20 3134 8515; Attention:
Liability Management Group; Email:
eu.lm@barclays.com) and Lloyds Bank Corporate Markets
plc (Telephone: +44 20 7158 1726 / +44 20 7158
1719; Attention: Liability Management; Email:
LBCMLiabilityManagement@lloydsbanking.com) are acting as Dealer
Managers for the Offer. Kroll Issuer Services Limited
(Telephone: +44 20 7704 0880; Attention: Owen Morris; Email:
placesforpeople@is.kroll.com; Website: https://deals.is.kroll.com/placesforpeople)
is acting as Tender Agent.
This
announcement is made by Places for People Treasury 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 as it forms part of UK domestic law by
virtue of the EUWA (UK MAR), encompassing information relating to
the Offer described above. For the purposes of UK MAR and the
Implementing Technical Standards, this announcement is made by Matt
Cooper, Tax and Treasury Director at Places for People Treasury
plc.
LEI of Places
for Places for People Treasury plc:
213800B9U45TFBXW5K67
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, the Tender Offer Memorandum
and/or any other materials relating to the Offer in certain
jurisdictions may be restricted by law. Persons into whose
possession this announcement, the Tender Offer Memorandum and/or
any other materials relating to the Offer comes are required by
each of the Company, the Dealer Managers and the Tender Agent to
inform themselves about, and to observe, any such
restrictions.
