TIDMMRW
RNS Number : 9588U
Morrison(Wm.)Supermarkets PLC
24 January 2017
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 OR IN OR INTO ANY
OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR
DISTRIBUTE THIS ANNOUNCEMENT.
Wm Morrison Supermarkets PLC announces indicative results of
Tender Offers for (i) Safeway Limited's outstanding GBP200,000,000
6.125 per cent. Notes due 2018 and (ii) its outstanding
EUR700,000,000 2.250 per cent. Notes due 2020 and GBP400,000,000
3.500 per cent. Notes due 2026
24 January 2017. Wm Morrison Supermarkets PLC (the Company)
announces today the indicative results of its separate invitations
to holders of (i) Safeway Limited's outstanding GBP200,000,000
6.125 per cent. Notes due 2018 (ISIN: XS0093004736) (the 2018
Notes) and (ii) its outstanding (a) EUR700,000,000 2.250 per cent.
Notes due 2020 (ISIN: XS0945158821) (the 2020 Notes) and (b)
GBP400,000,000 3.500 per cent. Notes due 2026 (ISIN: XS0808629389)
(the 2026 Notes and, together with the 2018 Notes and the 2020
Notes, the Notes and each a Series) to tender their Notes for
purchase by the Company for cash (each such invitation an Offer
and, together, the Offers).
The Offers were announced on 16 January 2017 and were made on
the terms and subject to the conditions contained in the tender
offer memorandum dated 16 January 2017 (the Tender Offer
Memorandum). Capitalised terms used in this announcement but not
defined have the meanings given to them in the Tender Offer
Memorandum.
If the Company decides to accept any Notes validly tendered
pursuant to the Offers, the results of the relevant Offer(s) will
reduce the level of gross debt outstanding and the resulting
interest expense incurred by the Company.
Expected Final Acceptance Amounts
As at the Expiration Deadline, the Company had received valid
tenders for purchase pursuant to the Offers of (i) GBP64,950,000 in
aggregate nominal amount of 2018 Notes, (ii) EUR167,105,000 in
aggregate nominal amount of 2020 Notes and (iii) GBP123,554,000 in
aggregate nominal amount of 2026 Notes.
The Company is pleased with the strong response received from
Noteholders and as a result it expects to set the Final 2018 Notes
and 2020 Notes Acceptance Amount at GBP208,720,971.35 and set the
Final 2026 Notes Acceptance Amount at GBP0. If it decides to accept
Notes validly tendered pursuant to the Offers, the Company expects
that the Series Acceptance Amounts for each Series will be set as
follows:
Series Expected Series Acceptance Amount Expected Scaling
Factor
2018 Notes GBP64,950,000 N/A
2020 Notes EUR167,105,000 N/A
2026 Notes GBP0 N/A
Noteholders should note that this is a non-binding indication of
the level at which the Company expects to set the Series Acceptance
Amount in respect of each Series, and any Scaling Factor that may
apply as a consequence.
Pricing for the Offers will take place at or around 11.00 a.m.
(London time) today (the Pricing Time). As soon as reasonably
practicable after the Pricing Time, the Company will announce
whether it will accept valid tenders of Notes pursuant to all or
any of the Offers and, if so accepted, the Final 2018 Notes and
2020 Notes Acceptance Amount, the Final 2026 Notes Acceptance
Amount, each Series Acceptance Amount, each Purchase Yield, each
Benchmark Security Rate, the 2020 Notes Interpolated Mid-Swap Rate,
each Purchase Price, the GBP/EUR Applicable Exchange Rate and any
Scaling Factors that will be applied to Notes of any Series.
The Settlement Date in respect of the Notes accepted for
purchase pursuant to the Offers is expected to be 27 January
2017.
Banco Santander, S.A. (Telephone: +44 (0) 207 756 6909 / +44 (0)
207 756 6646; Attention: Liability Management; Email:
tommaso.grospietro@santandergcb.com / king.cheung@santandergcb.com)
and The Royal Bank of Scotland plc (trading as NatWest Markets)
(Telephone: +44 (0) 20 7678 5282; Attention: Liability Management;
Email: liabilitymanagement@rbs.com) are acting as Dealer Managers
for the Offers.
Lucid Issuer Services Limited (Telephone: + 44 (0) 20 7704 0880;
Fax: +44 (0) 20 3004 1590, Attention: Victor Parzyjagla / Thomas
Choquet; Email: morrisons@lucid-is.com) is acting as Tender Agent
for the Offers.
This announcement is released by Wm Morrison Supermarkets 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 Mark Amsden, Company Secretary at Wm
Morrison Supermarkets PLC.
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.
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 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.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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