REG - Adecco Int Fin B.V. - Tender Offer - Final Results Announcement

Adecco AGAnnouncement

06/12/2023 12:00

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RNS Number : 8939V  Adecco Intl Financial Services B.V.  06 December 2023

Adecco International Financial Services B.V. announces Results and Pricing of
Tender Offer for its

€500,000,000 1.000 per cent. Notes due 2 December 2024

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 OR INTO ANY OTHER JURISDICTION
OR TO ANY OTHER PERSON WHERE OR TO WHOM IT IS UNLAWFUL TO RELEASE, PUBLISH OR
DISTRIBUTE THIS ANNOUNCEMENT

6 December 2023.  Adecco International Financial Services B.V. (the Company)
announces today the results and pricing of its invitation to holders of its
outstanding €500,000,000 1.000 per cent. Notes due 2 December 2024 (ISIN:
XS1527526799) (the Notes) (such Notes being guaranteed by Adecco Group AG), to
tender their Notes for purchase by the Company for cash (such invitation the
Offer).

The Offer was announced on 28 November 2023, and was made on the terms and
subject to the conditions contained in the tender offer memorandum dated 28
November 2023 (the Tender Offer Memorandum) prepared by the Company.
Capitalised terms used in this announcement but not defined have the meanings
given to them in the Tender Offer Memorandum. An indicative results
announcement was made earlier today (the Indicative Results Announcement).

The Expiration Deadline for the Offer was 5.00 p.m. (CET) on 5 December 2023.

As announced in the Indicative Results Announcement, the Company has received
valid tenders of €69,647,000 in aggregate nominal amount of the Notes for
purchase pursuant to the Offer. The Company announces that it has decided to
set the Final Acceptance Amount at €69,647,000 in aggregate nominal amount
of the Notes and, accordingly, that it will accept for purchase all validly
tendered Notes in full, with no pro rata scaling.

Pricing for the Offer took place at or around 11.00 a.m. (CET) today (the
Pricing Time).

A summary of the final results and pricing of the Offer appears below:

 Description of the Notes                                  ISIN/ Common Code         Final Acceptance Amount  1 Year Mid-Swap Rate  Purchase Yield   Purchase Price    Scaling Factor
 €500,000,000 1.000 per cent. Notes due 2 December 2024    XS1527526799 / 152752679  €69,647,000              3.648 per cent.       3.448 per cent.  97.671 per cent.  Not Applicable

The Settlement Date in respect of those Notes accepted for purchase is
expected to be 8 December 2023. As well as the Purchase Price, the Company
will also pay an Accrued Interest Payment in respect of Notes accepted for
purchase pursuant to the Offer, as further described in the Tender Offer
Memorandum.

The Company intends to cancel all Notes it purchases pursuant to the Offer.
Following settlement of the Offer, €430,353,000 in aggregate nominal amount
of the Notes will remain outstanding.

Barclays Bank Ireland PLC (Telephone: +44 20 3134 8515; Attention: Liability
Management Group; Email: eu.lm@barclays.com) and Standard Chartered Bank AG
(Telephone: +44 20 7885 5739 / +852 3983 8658 / +65 6557 8286; Attention:
Liability Management Group; Email: liability_management@sc.com) are acting as
Dealer Managers for the Offer and Kroll Issuer Services Limited (Telephone:
+44 20 7704 0880; Attention: Jacek Kusion; Email: adecco@is.kroll.com; Offer
Website: https://deals.is.kroll.com/adecco) is acting as Tender Agent.

Further details relating to the contents of this announcement can be obtained
from:

Benita Barretto

Group SVP Investor Relations

Email: Benita.Barretto@adeccogroup.com

LEI Number (Adecco International Financial Services B.V.):
549300PDNGPM4PIAUK57

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.

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