REG - GlaxoSK Capital PLC - Notice of Optional Redemption

LMS CapitalAnnouncement

14/04/2022 15:45

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RNS Number : 4484I  GlaxoSmithKline Capital PLC  14 April 2022

Issued: 14 April 2022

 

 NOTICE OF OPTIONAL REDEMPTION

 GLAXOSMITHKLINE CAPITAL PLC

 2.875% Notes Due 2022

 CUSIP No: 377373 AJ4; ISIN: US377373AJ42* (the "Notes")

 April 14, 2022

 

 

 To:       The Holders of the Notes

             The New York Stock Exchange

 

NOTE: THIS NOTICE CONTAINS IMPORTANT INFORMATION THAT IS OF INTEREST TO THE
REGISTERED HOLDERS AND BENEFICIAL OWNERS OF THE NOTES. IF APPLICABLE, ALL
DEPOSITORIES, CUSTODIANS, AND OTHER INTERMEDIARIES RECEIVING THIS NOTICE ARE
REQUESTED TO EXPEDITE RE-TRANSMITTAL TO THE REGISTERED HOLDERS AND BENEFICIAL
OWNERS OF THE NOTES IN A TIMELY MANNER.

 

The Notes were issued pursuant to an indenture dated as of April 6, 2004 among
GlaxoSmithKline Capital plc, a public limited company incorporated and
registered in England and Wales, as issuer (the "Issuer"), GlaxoSmithKline
plc, a public limited company incorporated and registered in England and
Wales, as guarantor (the "Guarantor") and Deutsche Bank Trust Company Americas
as trustee (as successor to Law Debenture Trust Company of New York, pursuant
to an Instrument of Resignation, Appointment and Acceptance dated April 12,
2017, among the Issuer, Law Debenture Trust Company of New York and Deutsche
Bank Trust Company Americas, the "Trustee") (the "Base Indenture" and, as
amended and supplemented by a first supplemental indenture, dated as of March
21, 2014 and as further amended and supplemented by a second supplemental
indenture dated as of May 15, 2018, the "Indenture"). Capitalized terms used
and not defined herein have the meanings ascribed to them in the Indenture or,
if not defined therein, the Notes.

 

NOTICE IS HEREBY GIVEN that, pursuant to Section 3.02 of the Indenture, the
Issuer has elected to redeem and will redeem on May 1, 2022 (the "Redemption
Date") all of the remaining principal amount of the Notes outstanding at an
amount equal to 100% of the principal amount of the Notes plus accrued and
unpaid interest thereon to, but excluding, the Redemption Date (the
"Redemption Price").

 

Holders of the Notes will be paid the Redemption Price upon presentation and
surrender of their Notes for redemption at the following addresses:

 By mail or overnight courier:

 DB Services Americas, Inc

 5022 Gate Parkway Suite 200

 MS JCK01-0218

 Jacksonville, FL 32256

 For Information call 1-800-735-7777

Upon receipt of funds for such purpose from the Issuer, the Trustee shall pay,
in immediately available funds, the Redemption Price of such Notes to the
registered Holder of all Notes outstanding, Cede & Co., the nominee for
The Depository Trust Company ("DTC"), in accordance with applicable DTC
procedures.

On the Redemption Date, (i) the Redemption Price will become due and payable
on the Notes, (ii) unless the Company defaults in making payment of the
Redemption Price, interest on the Notes shall cease to accrue on and after the
Redemption Date and (iii) the only remaining right of the holder with respect
to the Notes will be to receive payment of the Redemption Price upon surrender
to the Trustee. Pursuant to the terms of the Indenture, as the Redemption Date
is not a Business Day, the Issuer will pay the Redemption Price for the Notes
on the next succeeding Business Day, Tuesday May 3, 2022. However, interest on
the payment of the Redemption Price shall not accrue during the period from
the scheduled Redemption Date and Tuesday May 3, 2022.

*No representation is made as to the correctness of the CUSIP or ISIN number
either as printed on the Notes or as contained in this Notice of Redemption
and the holder should rely only on the other identification numbers printed on
the Notes. This CUSIP number has been assigned to this issue by Standard and
Poor's Corporation and is included solely for the convenience of the holders.
Neither the Issuer, the Trustee nor the Paying Agent or any of their agents
shall be responsible for the selection or use of this CUSIP number, nor is any
representation made as to its correctness on the bonds or as indicated in any
redemption notice.

IMPORTANT TAX INFORMATION

 

EXISTING FEDERAL INCOME TAX LAW MAY REQUIRE BACKUP WITHHOLDING OF 24% OF ANY
PAYMENTS TO HOLDERS PRESENTING THEIR SECURITIES FOR PAYMENTS WHO HAVE FAILED
TO FURNISH A TAXPAYER IDENTIFICATION NUMBER, CERTIFIED TO BE CORRECT UNDER
PENALTY OF PERJURY ON A COMPLETE AND VALID INTERNAL REVENUE SERVICE ("IRS")
FORM W-9 OR APPLICABLE FORM W-8 TO THE APPLICABLE PAYER OR WITHHOLDING AGENT.
HOLDERS MAY ALSO BE SUBJECT TO A PENALTY OF $50.00 FOR FAILURE TO PROVIDE SUCH
NUMBER.

 

 

Sincerely,

 

GLAXOSMITHKLINE CAPITAL PLC

By: Deutsche Bank Trust Company Americas, as Trustee

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